================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ----------------- FORM N-PX ----------------- ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act File Number: 811-03445 ----------------- THE MERGER FUND (exact name of registrant as specified in charter) ----------------- 101 Munson Street, Greenfield, MA 01301 (Address of principal executive offices) Jennifer Fromm, Esq., Vice President, Chief Legal Officer, Counsel and Secretary Virtus Investment Partners, Inc. One Financial Plaza, Hartford CT 06103 (Name and Address of agent for service) ----------------- Registrant's telephone number, including area code: 800-243-1574 Date of Fiscal Year End: 12/31 Date of Reporting Period: 07/01/2022 - 06/30/2023 ================================================================================ ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-03445 Reporting Period: 07/01/2022 - 06/30/2023 The Merger Fund =============================== The Merger Fund ================================ 10X CAPITAL VENTURE ACQUISITION CORP III Ticker: VCXB Security ID: G87077106 Meeting Date: DEC 28, 2022 Meeting Type: Special Record Date: NOV 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - As a special For For Management resolution, to amend and restate the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amended and restated Charter in the form set forth in Annex A of the accompanyi 2. The Adjournment Proposal - As an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, to permit further solicitation and vote of proxies in the event that there are insu -------------------------------------------------------------------------------- 10X CAPITAL VENTURE ACQUISITION CORP. II Ticker: VCXA Security ID: G87076108 Meeting Date: NOV 09, 2022 Meeting Type: Special Record Date: SEP 19, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - as a special For For Management resolution, to amend and restate the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amended and restated Charter in the form set forth in Annex A of the accompanyi 2. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, to permit further solicitation and vote of proxies in the event that there are insu -------------------------------------------------------------------------------- 1LIFE HEALTHCARE, INC. Ticker: ONEM Security ID: 68269G107 Meeting Date: SEP 22, 2022 Meeting Type: Special Record Date: AUG 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated July 20, 2022 (such agreement, as it may be amended, modified or supplemented from time to time, the "Merger Agreement"), by and among 1Life Healthcare, Inc. ("1Life"), a Delaware corporation, Amazon.com, I 2. To approve, on an advisory For For Management (non-binding) basis, the compensation that may be paid or become payable to 1Life's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement 3. To adjourn the special meeting of the For For Management 1Life stockholders (the "Special Meeting") to a later date or dates, if necessary or appropriate, including to solicit additional proxies to approve the proposal to adopt the Merger Agreement if there are insufficient -------------------------------------------------------------------------------- 26 CAPITAL ACQUISITION CORP. Ticker: ADER Security ID: 90138P100 Meeting Date: DEC 14, 2022 Meeting Type: Special Record Date: OCT 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from January 20, 2023 to October 20, 2023 (or such earlier date as determi 2.1 Election of Class I Director to serve For For Management until the annual meeting of stockholders of the Company to be held in 2025 or until a successor is elected and qualified or their earlier resignation or removal: Rafi Ashkenazi 2.2 Election of Class I Director to serve For For Management until the annual meeting of stockholders of the Company to be held in 2025 or until a successor is elected and qualified or their earlier resignation or removal: J. Randall Waterfield 3. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 or Proposa -------------------------------------------------------------------------------- 7GC & CO HOLDINGS INC. Ticker: VII Security ID: 81786A107 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment: Proposal Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from December 28, 2022 to June 28, 2023 (or such earlier date as determine 2.1 Election of Class I Director to serve For For Management until the annual meeting of stockholders of the Company to be held in 2025: Patrick Eggen 2.2 Election of Class I Director to serve For For Management until the annual meeting of stockholders of the Company to be held in 2025: Tripp Jones 3. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 or Proposa -------------------------------------------------------------------------------- ACCELERATE ACQUISITION CORP. Ticker: AAQC Security ID: 00439D102 Meeting Date: DEC 15, 2022 Meeting Type: Special Record Date: NOV 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Redemption Limit Elimination Proposal: For For Management Amend the Company's amended and restated certificate of incorporation to (i) eliminate the requirement that the Company retain at least $5,000,001 of net tangible assets following the redemption of Public Shares in c 2. Early Termination Proposal: Amend the For For Management Certificate of Incorporation to change the date by which the Company must consummate a Business Combination from March 22, 2023 to such other date as shall be determined by the Board and publicly announced by the Comp 3. Early Termination Trust Amendment For For Management Proposal: Amend the Investment Management Trust Agreement, dated March 17, 2021 to change the date on which Continental must commence liquidation of the trust account from the Original Termination Date to the Early Termin 4. Adjournment Proposal: Adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient shares of com -------------------------------------------------------------------------------- ACCRETION ACQUISITION CORP. Ticker: ENER Security ID: 00438Y107 Meeting Date: APR 14, 2023 Meeting Type: Special Record Date: MAR 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. EXTENSION AMENDMENT PROPOSAL - To For For Management amend the Company's amended & restated certificate of incorporation to extend the date (the Termination Date) by which Company has to consummate a Business Combination (as defined below) from April 25, 2023 ("Original Ter 2. ADJOURNMENT PROPOSAL - To adjourn the For For Management Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are insufficient shares of common -------------------------------------------------------------------------------- ACE CONVERGENCE ACQUISITION CORP. Ticker: ACEV Security ID: G0083D120 Meeting Date: JUL 12, 2022 Meeting Type: Special Record Date: JUN 02, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Proposal: Amend the For For Management Company's Second Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statement to extend the date by w 2. Adjournment Proposal: Approve the For For Management adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection wi -------------------------------------------------------------------------------- ACHARI VENTURES HOLDINGS CORP. I Ticker: AVHI Security ID: 00444X101 Meeting Date: DEC 22, 2022 Meeting Type: Special Record Date: NOV 16, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment: To amend (the For For Management "Charter Amendment") Achari's amended and restated certificate of incorporation (the "charter"), which currently provides that Achari has the option to extend the period by which it must consummate a business combinati 2. The Trust Amendment: To amend (the For For Management "Trust Amendment" and together with the Charter Amendment, the "Extension Amendments") the Investment Management Trust Agreement entered into in connection with Achari's initial public offering ("IPO"), dated October 14, 3. Adjournment: To approve the For For Management adjournment of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of -------------------------------------------------------------------------------- ACROPOLIS INFR ACQUISITION CORP. Ticker: ACRO Security ID: 005029103 Meeting Date: JUN 23, 2023 Meeting Type: Special Record Date: MAY 30, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - to For For Management amend the Company's amended and restated certificate of incorporation (the "Certificate of Incorporation"), in the form set forth in Annex A to the accompanying Proxy Statement, to extend the date by which the Company 2. The Early Liquidation Amendment For For Management Proposal - to amend the Certificate of Incorporation, in the form set forth in Annex B to the accompanying Proxy Statement, to permit the Company's board of directors, in its sole and absolute discretion, to cease all opera 3. The Redemption Limitation Amendment For For Management Proposal - to amend the Certificate of Incorporation, in the form set forth in Annex C to the accompanying Proxy Statement, to eliminate from the Certificate of Incorporation the limitation that the Company shall not re 4. The Adjournment Proposal - to adjourn For For Management the Special Meeting to a later date or dates or indefinitely, if necessary or convenient, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connecti -------------------------------------------------------------------------------- ACTIVISION BLIZZARD, INC. Ticker: ATVI Security ID: 00507V109 Meeting Date: JUN 21, 2023 Meeting Type: Annual Record Date: APR 25, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a. Election of Director: Reveta Bowers For For Management 1b. Election of Director: Kerry Carr For For Management 1c. Election of Director: Robert Corti For For Management 1d. Election of Director: Brian Kelly For For Management 1e. Election of Director: Robert Kotick For For Management 1f. Election of Director: Barry Meyer For For Management 1g. Election of Director: Robert Morgado For For Management 1h. Election of Director: Peter Nolan For For Management 1i. Election of Director: Dawn Ostroff For For Management 2. Advisory vote to approve our executive For For Management compensation. 3. Advisory vote on frequency of future 1 Year 1 Year Management advisory votes to approve our executive compensation. 4. Ratification of the appointment of For For Management PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm. 5. Shareholder proposal regarding Against Against Shareholder shareholder ratification of termination pay. 6. Shareholder proposal regarding Against Against Shareholder adoption of a freedom of association and collective bargaining policy. 7. Withdrawn by proponent Against Against Shareholder -------------------------------------------------------------------------------- ADIT EDTECH ACQUISITION CORP Ticker: ADEX Security ID: 007024102 Meeting Date: DEC 23, 2022 Meeting Type: Special Record Date: NOV 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - To amend the For For Management Amended and Restated Certificate of Incorporation (the "Charter") of Adit EdTech Acquisition Corp. (the "Company"), to authorize the Company to extend the date by which it must consummate an initial business combinati 2. The Adjournment Proposal - To approve For For Management the adjournment of the special meeting of stockholders of the Company to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient -------------------------------------------------------------------------------- ADVANCED MERGER PARTNERS, INC. Ticker: AMPI Security ID: 00777J109 Meeting Date: DEC 14, 2022 Meeting Type: Special Record Date: OCT 31, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal - To adopt For For Management an amendment to our amended and restated certificate of incorporation in the form attached to the Accompanying proxy statement as Annex A to (i) accelerate the date by which we must consummate our initial business com 2. Trust Amendment Proposal - To amend For For Management our investment management trust agreement, dated March 1, 2021, with Continental Stock Transfer & Trust Company, as trustee, or the Trust Agreement, pursuant to an amendment in the form attached to the Accompanying prox 3. Adjournment Proposal - To approve one For For Management or more adjournments of the meeting from time to time, if necessary or appropriate (as determined by our board of directors or the chairperson of the meeting), including to solicit additional proxies to vote in favor -------------------------------------------------------------------------------- AEA BRIDGES IMPACT CORPORATION Ticker: IMPX Security ID: G01046104 Meeting Date: SEP 16, 2022 Meeting Type: Special Record Date: MAY 06, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal: To For For Management consider and vote upon a proposal by ordinary resolution to approve the Business Combination Agreement, dated as of December 12, 2021 (as it may be amended from time to time), a copy of which is attached to the accomp 2. The Domestication Proposal: To For For Management consider and vote upon a proposal by special resolution to approve that ABIC be transferred by way of continuation to Delaware pursuant to Part XII of the Companies Act (Revised) of the Cayman Islands and Section 388 of the 3. The Charter Proposal: To consider and For For Management vote upon a proposal by special resolution to approve ABIC's Amended and Restated Memorandum and Articles of Association adopted by special resolution, dated October 1, 2020, be amended and restated by the Domesticate 4A. Governing Documents Proposal A: To For For Management consider and vote upon, on a nonbinding advisory basis, the amendment to approve the change in the authorized share capital of ABIC from (i) 500,000,000 Class A Ordinary Shares, (ii) 50,000,000 Class B Ordinary Shares an 4B. Governing Documents Proposal B: To For For Management consider and vote upon, on a nonbinding advisory basis, the amendment to authorize the Domesticated ABIC Board to issue any or all shares of Domesticated ABIC preferred stock in one or more classes or series, with such t 4C. Governing Documents Proposal C: To For For Management consider and vote upon, on a nonbinding advisory basis, the amendment to authorize the removal of the ability of Domesticated ABIC stockholders to take action by written consent in lieu of a meeting. 4D. Governing Documents Proposal D: To For For Management consider and vote upon, on a nonbinding advisory basis, the amendment to authorize the amendment and restatement of the Existing Organizational Documents and to authorize all other changes in connection with the replacem 5. The Incentive Award Plan Proposal: To For For Management consider and vote upon a proposal by ordinary resolution to approve the LiveWire Group, Inc. 2022 Incentive Award Plan (the "Incentive Plan," a copy of which is attached to the proxy statement/prospectus as Annex G), 6. The Adjournment Proposal: To consider For For Management and vote upon a proposal by ordinary resolution to approve the adjournment of the General Meeting to a later date or dates, if necessary, (i) to permit further solicitation and vote of proxies for the purpose of obtai -------------------------------------------------------------------------------- AEQUI ACQUISITION CORP. Ticker: ARBG Security ID: 00775W102 Meeting Date: NOV 15, 2022 Meeting Type: Special Record Date: OCT 12, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a business combination from November 24, 2022 to August 24, 2023 (or such earlier date as determi 2. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1. -------------------------------------------------------------------------------- AERIE PHARMACEUTICALS, INC. Ticker: AERI Security ID: 00771V108 Meeting Date: NOV 17, 2022 Meeting Type: Special Record Date: OCT 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of August 22, 2022 (such agreement, as it may be amended, modified, or supplemented from time to time, the "merger agreement"), by and among Aerie Pharmaceuticals, Inc. ("Aerie"), Alcon Research, LLC ("A 2. To approve on an advisory For For Management (non-binding) basis, the compensation that will or may be paid or become payable to Aerie's named executive officers that is based on or otherwise relates to the merger agreement and the transactions contemplated by the merger ag 3. To approve the adjournment of the For For Management special meeting to a later date or dates, if necessary or appropriate, including to solicit additional proxies to approve the merger agreement proposal if there are insufficient votes to adopt the merger agreement at the -------------------------------------------------------------------------------- AEROJET ROCKETDYNE HOLDINGS, INC. Ticker: AJRD Security ID: 007800105 Meeting Date: MAR 16, 2023 Meeting Type: Special Record Date: FEB 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To approve and adopt the Agreement and For For Management Plan of Merger, dated as of December 17, 2022 (as amended, modified or supplemented from time to time, the "Merger Agreement"), by and among Aerojet Rocketdyne, L3Harris and Merger Sub (the "Merger Proposal"). 2. To approve, on an advisory For For Management (non-binding) basis, certain compensation that may be paid or become payable to Aerojet Rocketdyne's named executive officers in connection with the Merger, the value of which is disclosed in the table in the section of the prox 3. To approve the adjournment of the For For Management Special Meeting, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to approve the Merger Proposal or in the absence of a quorum (the "A -------------------------------------------------------------------------------- AETHERIUM ACQUISITION CORP Ticker: GMFI Security ID: 00809J101 Meeting Date: MAR 23, 2023 Meeting Type: Special Record Date: FEB 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. EXTENSION AMENDMENT - APPROVAL OF AN For For Management AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO EXTEND THE DATE BY WHICH THE COMPANY MUST CONSUMMATE A BUSINESS COMBINATION FROM APRIL 3, 2023, TO APRIL 3, 2024 AS SPECIFICALLY PROVIDED 2. TRUST AMENDMENT - APPROVAL OF AN For For Management AMENDMENT TO THE COMPANY'S INVESTMENT MANAGEMENT TRUST AGREEMENT WITH CONTINENTAL STOCK TRANSFER & TRUST COMPANY TO PROVIDE THAT THE TIME FOR THE COMPANY TO COMPLETE ITS INITIAL BUSINESS COMBINATION BE EXTENDED FROM APRIL 3. ADJOURNMENT - APPROVAL TO DIRECT THE For For Management CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE AT THE TIME OF THE MEETING, TH -------------------------------------------------------------------------------- AF ACQUISITION CORP. Ticker: AFAQ Security ID: 001040104 Meeting Date: DEC 19, 2022 Meeting Type: Special Record Date: NOV 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: A proposal For For Management to amend the Company's amended and restated certificate of incorporation to extend the date by which the Company would be required to consummate a Business Combination from March 23, 2023 to August 23, 2023. 2. Liquidation Amendment Proposal: A For For Management proposal to amend the Company's amended and restated certificate of incorporation to permit the Board, in its sole discretion, to elect to wind up our operations on an earlier date than August 23, 2023 (including prior to 3. Trust Amendment Proposal: A proposal For For Management to amend the Company's investment management trust agreement, dated as of March 18, 2021, by and between the Company and Continental Stock Transfer & Trust Company. to extend the date by which the Company would be requ 4. Auditor Ratification Proposal: For For Management Ratification of the selection of Marcum LLP by the audit committee of the Company's board of directors to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022. 5. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1, Proposal -------------------------------------------------------------------------------- AFRICAN GOLD ACQUISITION CORPORATION Ticker: AGAC Security ID: G0112R108 Meeting Date: MAR 02, 2023 Meeting Type: Special Record Date: FEB 15, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution that: a) Article 49.7 of African Gold's Amended and Restated Articles of Association be deleted in its entirety and replaced with the following new Article 49.7: "In the event that the C 2. The Redemption Limitation Amendment For For Management Proposal - RESOLVED, as a special resolution that: a) Article 49.2(b) of African Gold's Amended and Restated Articles of Association be deleted in its entirety and replaced with the following new Article 49.2(b): "provi 3. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of -------------------------------------------------------------------------------- AGBA ACQUISITION LIMITED Ticker: AGBA Security ID: G0120M109 Meeting Date: NOV 10, 2022 Meeting Type: Special Record Date: OCT 06, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - to For For Management approve and adopt, assuming each of the Amendment Proposal and the Nasdaq Proposal is approved and adopted, the Business Combination Agreement, dated as of November 3, 2021, as amended on November 18, 2021, January 4 2. The Amendment Proposal - to approve For For Management and adopt, assuming the Business Combination Proposal is approved and adopted, the Fifth Amended and Restated Memorandum and Articles of Association of AGBA, a copy of which is attached to this proxy statement as Annex 3A. Special Resolution of Shareholders - For For Management to introduce the concept of special resolutions of shareholders, being certain matters requiring approval by a majority of 75% or greater of the votes of the shares cast by such shareholders entitled to vote. 3B. Ability to Requisition General For For Management Meetings - to increase the threshold of shareholders required to convene a general meeting by written request from 10% to 30%. 3C. Forum for Disputes - to include a For For Management provision calling for the courts of the British Virgin Islands to act as the forum for all claims or disputes arising out the AGBA's memorandum and articles of association or otherwise related to each shareholder's shareh 3D. Director Removals - to update the For For Management director removal provisions to allow for removal of directors, with or without cause, only by ordinary resolution of shareholders, as opposed to with or without cause by (i) the approval of 75% of the shareholders, or (ii 3E. Amendment to the Memorandum and For For Management Articles - to update the charter amendment provision, so that the memorandum and articles may be amended only by a special resolution of shareholders, as opposed to by ordinary resolutions of shareholders or resolutions of 3F. Increase in Authorized Shares - to For For Management increase the authorized share capital of the company from 100 million ordinary shares to 200 million ordinary shares. 4. The Nasdaq Proposal - to approve, For For Management assuming the Business Combination Proposal is approved and adopted, for purposes of complying with applicable listing rules of the Nasdaq Stock Market LLC ("Nasdaq"), (x) the issuance of more than 20% of the issued and ou 5. The Share Award Scheme Proposal - to For For Management approve, assuming the Business Combination Proposal is approved and adopted, the adoption of the AGBA Group Holding Limited Share Award Scheme (the "Share Award Scheme"), for the purpose of providing a means through wh 6. The Business Combination Adjournment For For Management Proposal - in the event there are not sufficient votes for the Business Combination Proposal, or otherwise in connection with, the adoption of the Business Combination Agreement and the transactions contemplated thereb -------------------------------------------------------------------------------- ALPHA STAR ACQUISITION CORPORATION Ticker: ALSA Security ID: G0230C108 Meeting Date: DEC 20, 2022 Meeting Type: Annual Record Date: NOV 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1).1 DIRECTOR-Zhe Zhang For For Management 1).2 DIRECTOR-Guojian Chen For For Management 1).3 DIRECTOR-Xiaofeng Zhou For For Management 1).4 DIRECTOR-Huei-Ching Huang For For Management 1).5 DIRECTOR-Patrick Swint For For Management 2) Ratification of Appointment of For For Management Independent Auditor: To ratify the appointment of UHY LLP as the Company's independent registered public accounting firm for the 2022 fiscal year. 3) Adjournment Proposal: To direct the For For Management chairman of the Annual General Meeting to adjourn the Annual General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of th -------------------------------------------------------------------------------- ALSP ORCHID ACQUISITION CORP. I Ticker: ALOR Security ID: G0231L107 Meeting Date: FEB 17, 2023 Meeting Type: Special Record Date: JAN 26, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Initial Period Extension Amendment For For Management Proposal - To amend the Memorandum and Articles of Association to extend the initial date by which ALSP Orchid must consummate a business combination (the "Charter Initial Period Extension") from February 23, 2023 (the " 2. Adjournment Proposal - To adjourn the For For Management Shareholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Shareholder Meeting, there are insufficient Class A o -------------------------------------------------------------------------------- ALTENERGY ACQUISITION CORP. Ticker: AEAE Security ID: 02157M108 Meeting Date: APR 28, 2023 Meeting Type: Special Record Date: APR 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. A proposal to amend the Amended and For Against Management Restated Certificate of Incorporation ("Charter") ("Extension Proposal") by which the Company must (1) consummate a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business c 2. To approve the adjournment of the For Against Management Special Meeting to a later date or dates if necessary or convenient, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of -------------------------------------------------------------------------------- ALTIMAR ACQUISITION CORP. III Ticker: ATAQU Security ID: G0370U124 Meeting Date: MAR 06, 2023 Meeting Type: Special Record Date: FEB 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - To For For Management approve, as a special resolution, the amendment of the Company's amended and restated memorandum and articles of association as provided by the first resolution in the form set forth in Annex A to the accompanying Pro 2. The Redemption Limitation Amendment For For Management Proposal - To approve, as a special resolution, amendment of the Articles as provided by the second resolution in the form set forth in Annex A to the accompanying Proxy Statement ("Redemption Limitation Amendment") to 3. The Adjournment Proposal - To approve, For For Management as an ordinary resolution, the adjournment of the Extraordinary General Meeting to a later date or dates or indefinitely, if necessary or convenient, either (x) to permit further solicitation and vote of proxies in t -------------------------------------------------------------------------------- ALTIMAR ACQUISITION CORP. III Ticker: ATAQ Security ID: G0370U108 Meeting Date: MAR 06, 2023 Meeting Type: Special Record Date: FEB 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - To For For Management approve, as a special resolution, the amendment of the Company's amended and restated memorandum and articles of association as provided by the first resolution in the form set forth in Annex A to the accompanying Pro 2. The Redemption Limitation Amendment For For Management Proposal - To approve, as a special resolution, amendment of the Articles as provided by the second resolution in the form set forth in Annex A to the accompanying Proxy Statement ("Redemption Limitation Amendment") to 3. The Adjournment Proposal - To approve, For For Management as an ordinary resolution, the adjournment of the Extraordinary General Meeting to a later date or dates or indefinitely, if necessary or convenient, either (x) to permit further solicitation and vote of proxies in t -------------------------------------------------------------------------------- ALTRA INDUSTRIAL MOTION CORP. Ticker: AIMC Security ID: 02208R106 Meeting Date: JAN 17, 2023 Meeting Type: Special Record Date: DEC 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of October 26, 2022, by and among Regal Rexnord Corporation, Aspen Sub, Inc. and Altra Industrial Motion Corp., as it may be amended from time to time (the "Merger Agreement"). 2. To approve, on an advisory For For Management (nonbinding) basis, the compensation that may be paid or become payable to Altra Industrial Motion Corp.'s named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated 3. To adjourn the special meeting of For For Management stockholders of Altra Industrial Motion Corp. (the "Special Meeting"), if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Me -------------------------------------------------------------------------------- AMERICAN CAMPUS COMMUNITIES, INC. Ticker: ACC Security ID: 024835100 Meeting Date: AUG 04, 2022 Meeting Type: Special Record Date: JUN 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To approve the merger of American For For Management Campus Communities, Inc. with and into Abacus Merger Sub I LLC (the "Merger") pursuant to the terms of the Agreement and Plan of Merger, dated as of April 18, 2022, as it may be amended from time to time, among Abacus Par 2. To approve, on a non-binding, advisory For For Management basis, the compensation that may be paid or become payable to our named executive officers that is based on or otherwise relates to the mergers as more particularly described in the Proxy Statement. 3. To approve any adjournment of the For For Management Virtual Special Meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the Virtual Special Meeting to approve the Merger as more particularly described in the Proxy Statement. -------------------------------------------------------------------------------- ANGEL POND HOLDINGS CORPORATION Ticker: POND Security ID: G0447J102 Meeting Date: NOV 22, 2022 Meeting Type: Special Record Date: OCT 20, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Business Combination Proposal: To For For Management consider and vote upon and to approve by an ordinary resolution under Cayman Islands law the entry into the Business Combination Agreement, dated as of January 31, 2022 (as further amended or modified from time to time, t 2. Irish Domestication Merger Proposal: For For Management To consider and vote upon and to approve by special resolution under Cayman Islands law the merger of Merger Sub with and into APHC, with APHC continuing as the surviving corporation (the "Irish Domestication Merger"). 3. APHC Articles Proposal: To consider For For Management and vote upon and to approve by special resolution under Cayman Islands law the adoption of the amendment and restatement of the APHC Amended and Restated Memorandum and Articles of Association, a copy of which is attac 4. Issuance Proposal: To consider and For For Management vote upon and to approve by an ordinary resolution under Cayman Islands law, for purposes of complying with applicable NYSE listing rules, the issuance of more than 20% of the total Combined Company Ordinary Shares and a 5. Irish Holdco Articles Proposal: To For For Management consider and approve, on a non-binding basis, the adoption by Irish Holdco of the Amended Irish Holdco Memorandum and Articles of Association, a copy of which is attached to the accompanying proxy statement/prospectus as 6. Election Proposal: To consider and For For Management approve, on a non- binding basis, the election of directors to the Irish Holdco Board in accordance with the Merger Agreement (Proposal No. 6). 7. 2022 Equity Incentive Plan Proposal: For For Management To consider and approve, on a non-binding basis, the adoption by Irish Holdco of an equity incentive plan that provides for grant of awards to employees and other service providers of Irish Holdco and its subsidiaries 8. Name Change Proposal: To consider and For For Management approve, on a non-binding basis, the change of the name of Irish Holdco to "MariaDB plc" (Proposal No. 8 and collectively with Proposals Nos. 1-7, the "Required Proposals"). 9. Adjournment Proposal: To consider and For For Management vote upon and to approve by an ordinary resolution under Cayman Islands law to allow the chairperson of the Special Meeting to adjourn the meeting to a later date or dates, if necessary, to permit further solicitation -------------------------------------------------------------------------------- ANZU SPECIAL ACQUISITION CORP I Ticker: ANZU Security ID: 03737A101 Meeting Date: FEB 28, 2023 Meeting Type: Special Record Date: JAN 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - To For For Management amend Anzu's amended and restated certificate of incorporation to extend the date by which Anzu has to consummate a business combination from March 4, 2023 to September 30, 2023 or such earlier date as determined by the B 2. Adjournment Proposal - To adjourn For For Management Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of Stockholder Meeting, there are insufficient shares of Class A -------------------------------------------------------------------------------- APOLLO STRATEGIC GROWTH CAPITAL II Ticker: APGB Security ID: G0412A102 Meeting Date: MAY 05, 2023 Meeting Type: Special Record Date: APR 04, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To approve, amendment of fourth For For Management amended and restated memorandum and articles of association to extend date by which the Company must (1) consummate a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination 2. The Redemption Limitation Amendment For For Management Proposal - to approve, as a special resolution, the amendment of the Articles as provided by the second resolution in the form set forth in Annex A to the accompanying Proxy Statement (the "Redemption Limitation Amendme 3. The Adjournment Proposal - to approve, For For Management as an ordinary resolution, the adjournment of the Extraordinary General Meeting to a later date or dates or indefinitely, if necessary or convenient, either (x) to permit further solicitation and vote of proxies in t -------------------------------------------------------------------------------- APX ACQUISITION CORP. I Ticker: APXI Security ID: G0440J109 Meeting Date: FEB 27, 2023 Meeting Type: Special Record Date: JAN 30, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - A For For Management proposal, by special resolution, to amend the Company's Amended and Restated Memorandum and Articles of Association (the "Amended and Restated Memorandum and Articles of Association") as set forth in Annex A of the acc 2. The Trust Agreement Amendment Proposal For For Management - A proposal to approve by the affirmative vote of the holders of at least sixty-five percent (65%) of the outstanding Class A ordinary shares and Class B ordinary shares of the Company (together, the "ordinary share 3. The Adjournment Proposal - A proposal, For For Management by ordinary resolution, to adjourn the Extraordinary General Meeting to a later date or dates, if necessary, either (x) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time -------------------------------------------------------------------------------- ARCLIGHT CLEAN TRANSITION CORP II Ticker: ACTD Security ID: G0R21B104 Meeting Date: JUL 15, 2022 Meeting Type: Special Record Date: JUN 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal- For For Management RESOLVED, as an ordinary resolution, that ArcLight's entry into that certain business combination agreement, dated as of December 2, 2021 (as the same has been or may be amended, modified, supplemented or waived from tim 2. The Domestication Proposal-RESOLVED, For For Management as a special resolution that ArcLight be de-registered in the Cayman Islands pursuant to Article 47 of the Amended and Restated Memorandum and Articles of Association of ArcLight Clean Transition Corp. II and be regist 3. Organizational Documents Proposal- For For Management RESOLVED, as a special resolution, that the certificate of incorporation (the "Proposed Charter") and bylaws of New OPAL (annexed to the proxy statement/prospectus as Annex C and Annex D), be approved as the certificate 4a. Authorized Shares Proposal-RESOLVED, For For Management as an ordinary resolution, on a non-binding advisory basis, to increase the authorized share capital from 555,000,000 shares divided into 500,000,000 Class A ordinary shares, par value $0.0001 per share, 50,000,000 Cla 4b. Amendments Proposal-RESOLVED, as an For For Management ordinary resolution, on a non-binding advisory basis, to provide that the Proposed Charter may be amended by holders of outstanding shares of each class of New OPAL Common Stock who shall be entitled to vote separately 4c. Director Election, Vacancies and For For Management Removal Proposal- RESOLVED, as an ordinary resolution, on a nonbinding advisory basis, to provide for (i) the election of directors by the board of directors unless it is a period when the holders of any series of New OPAL 4d. Exclusive Forum Proposal-RESOLVED, as For For Management an ordinary resolution, on a non-binding advisory basis, to provide that, unless New OPAL consents in writing to the selection of an alternative forum, the Delaware Court of Chancery (or, if and only if such court doe 4e. Voting Rights Proposal-RESOLVED, as an For For Management ordinary resolution, on a non-binding advisory basis, to provide that (i) each holder of record of New OPAL Class A Common Stock and New OPAL Class B Common Stock shall be entitled to one vote per share on all matter 4f. Provisions Related to Status as Blank For For Management Check Company Proposal- RESOLVED, as an ordinary resolution, on a non-binding advisory basis, to eliminate various provisions in the Existing Organizational Documents (as defined in the proxy statement/prospectus) app 5. The Nasdaq Proposal-RESOLVED, as an For For Management ordinary resolution, that for the purposes of complying with the applicable provisions of Nasdaq Listing Rule 5635, the issuance of shares of New OPAL Class A Common Stock be approved. 6. The Equity Incentive Plan Proposal- For For Management RESOLVED, as an ordinary resolution, that the OPAL Fuels Inc. 2022 Omnibus Incentive Plan (annexed to the proxy statement/ prospectus as Annex I) be approved and adopted in all respects. 7. The Adjournment Proposal-RESOLVED, as For For Management an ordinary resolution, that the adjournment of the Special Meeting to a later date or dates to be determined by the chairman of the Special Meeting, if necessary, to permit further solicitation and vote of proxies be -------------------------------------------------------------------------------- ARES ACQUISITION CORPORATION Ticker: AAC Security ID: G33032106 Meeting Date: FEB 02, 2023 Meeting Type: Special Record Date: DEC 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - To For For Management amend, by way of special resolution, AAC's amended and restated memorandum and articles of association (the "Memorandum and Articles of Association") pursuant to an amendment in the form set forth on Annex A to the accomp 2. Redemption Limitation Amendment For For Management Proposal - To amend, by way of special resolution, the Memorandum and Articles of Association pursuant to an amendment in the form set forth on Annex A to the accompanying proxy statement to delete: (i) the limitation on sh 3. Adjournment Proposal - To adjourn the For For Management Shareholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Shareholder Meeting, there are insufficient Class A o -------------------------------------------------------------------------------- ARES ACQUISITION CORPORATION Ticker: AACU Security ID: G33032114 Meeting Date: FEB 02, 2023 Meeting Type: Special Record Date: DEC 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - To For For Management amend, by way of special resolution, AAC's amended and restated memorandum and articles of association (the "Memorandum and Articles of Association") pursuant to an amendment in the form set forth on Annex A to the accomp 2. Redemption Limitation Amendment For For Management Proposal - To amend, by way of special resolution, the Memorandum and Articles of Association pursuant to an amendment in the form set forth on Annex A to the accompanying proxy statement to delete: (i) the limitation on sh 3. Adjournment Proposal - To adjourn the For For Management Shareholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Shareholder Meeting, there are insufficient Class A o -------------------------------------------------------------------------------- ARGO GROUP INTERNATIONAL HOLDINGS, LTD. Ticker: ARGO Security ID: G0464B107 Meeting Date: APR 19, 2023 Meeting Type: Special Record Date: MAR 16, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Proposal to approve the merger For For Management agreement, the statutory merger agreement required in accordance with Section 105 of the Bermuda Companies Act 1981, as amended, and the merger. 2. Proposal on an advisory (non-binding) For For Management basis, to approve the compensation that may be paid or become payable to Argo Group's named executive officers that is based on or otherwise relates to the merger, as described in the proxy statement. 3. Proposal to approve an adjournment of For For Management the special general meeting, if necessary or appropriate, to solicit additional proxies, in the event that there are insufficient votes to approve Proposal 1 at the special general meeting. -------------------------------------------------------------------------------- ARGUS CAPITAL CORP. Ticker: ARGU Security ID: 04026L105 Meeting Date: DEC 20, 2022 Meeting Type: Special Record Date: NOV 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal: to For For Management amend the Company's Amended and Restated Certificate of Incorporation (the "Charter") by adopting an amendment to the Charter in the form set forth in Annex A of accompanying proxy statement together with the "Charter," 2. The Trust Amendment Proposal: to amend For For Management the Investment Management Trust Agreement, dated 09, 21, 2021 (the "Trust Agreement"), the Company and Continental Stock Transfer & Trust Company, as trustee ("Continental"), pursuant to an amendment to the Trust Agr 3. The Adjournment Proposal: to consider For For Management and vote upon a proposal to allow the chairman of the Special Meeting to adjourn the Special Meeting to a later date, if necessary, for the absence of a quorum, to solicit additional proxies from Company stockholders -------------------------------------------------------------------------------- AROGO CAPITAL ACQUISITION CORP. Ticker: AOGO Security ID: 042644104 Meeting Date: MAR 24, 2023 Meeting Type: Special Record Date: MAR 02, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to complete a business combination from March 29, 2023 to December 29, 2023, or such earlier date as determined 2. Trust Amendment Proposal: Amend the For For Management Company's investment management trust agreement, dated as of December 23, 2021, by and between the Company and Continental Stock Transfer & Trust Company, (i) allowing the Company to extend the business combination peri 3. Adjournment Proposal: Approve the For For Management adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approv -------------------------------------------------------------------------------- ARROWROOT ACQUISITION CORP. Ticker: ARRW Security ID: 04282M102 Meeting Date: FEB 28, 2023 Meeting Type: Special Record Date: FEB 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - To amend the For For Management Company's Amended and Restated Certificate of Incorporation pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statement, (a) consummate a merger, capital stock exchange 2. The Adjournment Proposal - To approve For For Management the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, th -------------------------------------------------------------------------------- ARTEMIS STRATEGIC INVESTMENT CORPORATION Ticker: ARTE Security ID: 04303A103 Meeting Date: JUN 29, 2023 Meeting Type: Special Record Date: MAY 31, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: To amend For For Management the Company's Third Amended and Restated Certificate of Incorporation (our "charter"), to extend the date by which the Company must consummate a business combination (the "Extension") from 7/4/23 to 10/4/23 and to al 2. Founder Share Amendment Proposal: To For For Management amend the charter to provide for the right of a holder of Class B common stock of the company, par value $0. 0001 per share ("Class B common stock") to convert their shares of Class B common stock into shares of Class A 3. Redemption Limitation Amendment For For Management Proposal: To amend the charter to delete: (i) limitation that the Company shall not consummate a business combination if it would cause the Company's net tangible assets to be less than $5,000,001; and (ii) the limitation t 4. Adjournment Proposal: To approve the For For Management adjournment of the Special Meeting to a later date or dates or indefinitely, if necessary or convenient, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the -------------------------------------------------------------------------------- ARYA SCIENCES ACQUISITION CORP. IV Ticker: ARYD Security ID: G31659108 Meeting Date: FEB 28, 2023 Meeting Type: Special Record Date: FEB 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution that: a) Article 38.8 of ARYA's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 38.8: "In the event tha 2. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of -------------------------------------------------------------------------------- ASTREA ACQUISITION CORP. Ticker: ASAX Security ID: 04637C106 Meeting Date: DEC 22, 2022 Meeting Type: Special Record Date: NOV 30, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: To adopt For For Management an amendment to our amended and restated certificate of incorporation in the form attached to the accompanying proxy statement as Annex A to (i) change the date by which we must consummate our initial business combinat 2. Trust Amendment Proposal: To amend our For For Management investment management trust agreement, dated February 3, 2021, with Continental Stock Transfer & Trust Company, as trustee pursuant to an amendment in the form attached to the accompanying proxy statement as Annex B, 3. Adjournment Proposal: To approve one For For Management or more adjournments of the meeting from time to time, if necessary or appropriate (as determined by our board of directors or the chairperson of the meeting), including to solicit additional proxies to vote in favor o -------------------------------------------------------------------------------- ATHENA CONSUMER ACQUISITION CORP. Ticker: ACAQU Security ID: 04684M205 Meeting Date: NOV 30, 2022 Meeting Type: Special Record Date: NOV 17, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend (the "Extension Amendment") For DNV Management the Company's Amended and Restated Certificate of Incorporation, as amended (our "charter") to extend the date by which the Company must consummate a business combination (as defined in the accompanying proxy statement 2. To approve the adjournment of the For DNV Management Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or if we determine that -------------------------------------------------------------------------------- ATHENA CONSUMER ACQUISITION CORP. Ticker: ACAQ Security ID: 04684M106 Meeting Date: NOV 30, 2022 Meeting Type: Special Record Date: NOV 17, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend (the "Extension Amendment") For DNV Management the Company's Amended and Restated Certificate of Incorporation, as amended (our "charter") to extend the date by which the Company must consummate a business combination (as defined in the accompanying proxy statement 2. To approve the adjournment of the For DNV Management Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or if we determine that -------------------------------------------------------------------------------- ATHENA CONSUMER ACQUISITION CORP. Ticker: ACAQ Security ID: 04684M106 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 17, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend the Company's Amended and For For Management Restated Certificate of Incorporation pursuant to an amendment in the form set forth as Annex A to the accompanying proxy statement to provide the Company with the right to extend the date by which it must consummate a b 2. To approve the adjournment of the For For Management Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or if we determine that -------------------------------------------------------------------------------- ATHENA CONSUMER ACQUISITION CORP. Ticker: ACAQU Security ID: 04684M205 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 17, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend the Company's Amended and For For Management Restated Certificate of Incorporation pursuant to an amendment in the form set forth as Annex A to the accompanying proxy statement to provide the Company with the right to extend the date by which it must consummate a b 2. To approve the adjournment of the For For Management Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or if we determine that -------------------------------------------------------------------------------- ATHENA TECHNOLOGY ACQUISITION CORP. II Ticker: ATEK Security ID: 04687C105 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend (the "Extension Amendment") For For Management the Company's Amended and Restated Certificate of Incorporation, as amended (our "charter") to extend the date by which the Company must consummate a business combination (as defined in the accompanying proxy statement 2. To approve the adjournment of the For For Management Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or if we determine that -------------------------------------------------------------------------------- ATHENA TECHNOLOGY ACQUISITION CORP. II Ticker: ATEK Security ID: 04687C105 Meeting Date: JUN 13, 2023 Meeting Type: Special Record Date: MAY 15, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend (the "Extension Amendment") For For Management the Company's Amended and Restated Certificate of Incorporation, as amended (the "charter"), to extend the date by which the Company must consummate a business combination (the "Extension") from June 14, 2023 (the date 2. To amend (the "Trust Amendment") the For For Management Company's Investment Management Trust Agreement, dated as of December 9, 2021, by and between the Company and Continental Stock Transfer & Trust Company, allowing the Company to extend the Current Outside Date to the E 3. To amend (the "Founder Share For For Management Amendment") the charter to provide holders of the Company's Class B common stock ("Class B common stock") the right to convert any and all of their shares of Class B common stock into shares of Class A common stock of the Comp 4. To approve the adjournment of the For For Management Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal, the Trust Amendment Pr -------------------------------------------------------------------------------- ATLANTIC AVENUE ACQUISITION CORP. Ticker: ASAQ Security ID: 04906P101 Meeting Date: OCT 04, 2022 Meeting Type: Special Record Date: AUG 26, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's Amended and Restated Certificate of Incorporation to allow the Company, without another stockholder vote, to elect to extend the date by which the Company must consummate a business combination (the "Exten 2. Trust Amendment Proposal: Amend the For For Management Company's Investment Management Trust Agreement, dated October 1, 2020, by and between the Company and Continental Stock Transfer & Trust Company (the "Trustee"), to allow the Company, without another stockholder vote, 3. Adjournment Proposal: Adjourn the For For Management special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve Proposal 1 and Proposal 2 or if we determine that additi -------------------------------------------------------------------------------- ATLANTIC COASTAL ACQUISITION CORP Ticker: ACAH Security ID: 048453104 Meeting Date: MAR 02, 2023 Meeting Type: Special Record Date: FEB 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: Amend the For For Management Company's amended and restated certificate of incorporation to (i) extend the date (the "Termination Date") by which the Company has to complete a business combination from March 8, 2023 (the "Original Termination Dat 2. Adjournment Proposal: Approve the For For Management adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approv -------------------------------------------------------------------------------- ATLANTIC COASTAL ACQUISITION CORP. II Ticker: ACAB Security ID: 04845A108 Meeting Date: APR 18, 2023 Meeting Type: Special Record Date: MAR 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal - Amend the For For Management Company's amended and restated certificate of incorporation to (i) extend the date (the "Termination Date") by which the Company has to complete a business combination from April 19, 2023 (the "Original Termination D 2. Adjournment Proposal - Approve the For For Management adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the appro -------------------------------------------------------------------------------- ATLAS AIR WORLDWIDE HOLDINGS, INC. Ticker: AAWW Security ID: 049164205 Meeting Date: NOV 29, 2022 Meeting Type: Special Record Date: OCT 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of August 4, 2022, by and among Atlas Air Worldwide Holdings, Inc., a Delaware corporation (the "Company"), Rand Parent, LLC, a Delaware limited liability Company ("Parent"), and Rand Merger Sub, Inc., a 2. To approve, by advisory (non binding) For For Management vote, the compensation that may be paid or become payable to the Company's named executive officers in connection with the consummation of the merger 3. To approve any adjournment of the For For Management special meeting for the purpose of soliciting additional proxies if there are insufficient votes at the special meeting to approve Proposal 1 -------------------------------------------------------------------------------- ATLAS CORP. Ticker: ATCO Security ID: Y0436Q109 Meeting Date: FEB 24, 2023 Meeting Type: Annual Record Date: JAN 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt and approve the Agreement and For For Management Plan of Merger, dated October 31, 2022 (the "Merger Agreement"), as it may be amended from time to time, by and among Atlas Corp. (the "Company"), Poseidon Acquisition Corp. ("Poseidon") and Poseidon Merger Sub, Inc. 2a. Election of Director: Bing Chen For For Management 2b. Election of Director: David Sokol For For Management 2c. Election of Director: Lawrence Simkins For For Management 2d. Election of Director: John C. Hsu For For Management 2e. Election of Director: Nicholas For For Management Pitts-Tucker 2f. Election of Director: Lawrence Chin For For Management 2g. Election of Director: Stephen Wallace For For Management 2h. Election of Director: Katie Wade For For Management 3. Ratification of the appointment of For For Management KPMG LLP, Chartered Professional Accountants, as the Company's independent auditors for the fiscal year ending December 31, 2022. 4. To approve the adjournment of the For For Management Annual Meeting from time to time at the discretion of the Special Committee (the "Special Committee") of the Board of Directors (the "Board") of the Company or the Board (acting solely in accordance with the recommendatio -------------------------------------------------------------------------------- ATLAS CREST INVESTMENT CORP. II Ticker: ACII Security ID: 049287105 Meeting Date: DEC 01, 2022 Meeting Type: Special Record Date: NOV 03, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Redemption Limit Elimination Proposal For For Management - To amend the Company's amended and restated certificate of incorporation (the "Certificate of Incorporation") to eliminate the requirement that the Company retain at least $5,000,001 of net tangible assets following 2. Early Termination Proposal - To amend For For Management the Certificate of Incorporation to change the date by which the Company must consummate a Business Combination from February 8, 2023 (the "Original Termination Date") to such other date as shall be determined by the 3. Early Termination Trust Amendment For For Management Proposal - To amend the Investment Management Trust Agreement, dated February 3, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, a New York corporation, as trustee 4. Adjournment Proposal - To adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient shares of -------------------------------------------------------------------------------- ATLAS CREST INVESTMENT CORP. II Ticker: ACIIU Security ID: 049287204 Meeting Date: DEC 01, 2022 Meeting Type: Special Record Date: NOV 03, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Redemption Limit Elimination Proposal For For Management - To amend the Company's amended and restated certificate of incorporation (the "Certificate of Incorporation") to eliminate the requirement that the Company retain at least $5,000,001 of net tangible assets following 2. Early Termination Proposal - To amend For For Management the Certificate of Incorporation to change the date by which the Company must consummate a Business Combination from February 8, 2023 (the "Original Termination Date") to such other date as shall be determined by the 3. Early Termination Trust Amendment For For Management Proposal - To amend the Investment Management Trust Agreement, dated February 3, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, a New York corporation, as trustee 4. Adjournment Proposal - To adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient shares of -------------------------------------------------------------------------------- ATOTECH LIMITED Ticker: ATC Security ID: G0625A105 Meeting Date: AUG 01, 2022 Meeting Type: Annual Record Date: JUL 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To receive the Company's Annual Report For For Management and Accounts for the financial year ended December 31, 2021, together with the reports of the directors and the auditors. 2. To re-appoint Geoff Wild as a Class I For For Management director of the Company. 3. To re-appoint Shaun Mercer as a Class For For Management I director of the Company. 4. To re-appoint Ron Bruehlman as a Class For For Management I director of the Company. 5. To re-appoint KPMG AG For For Management Wirtschaftsprufungsgesellschaft as auditor of the Company to hold office from the conclusion of the Annual General Meeting until the conclusion of the Annual General Meeting of the Company to be held in 2023. 6. To authorize the audit committee to For For Management fix the remuneration of the auditors. -------------------------------------------------------------------------------- AULT DISRUPTIVE TECHNOLOGIES CORP Ticker: ADRT Security ID: 05150A104 Meeting Date: JUN 15, 2023 Meeting Type: Special Record Date: MAY 15, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - a For For Management proposal to amend Ault Disruptive Technologies Corporation's (the "Company") Amended and Restated Certificate of Incorporation (our "Charter") to extend the date (the "Termination Date") by which the Company must consu 2. The Redemption Limitation Amendment For For Management Proposal - a proposal to amend the Charter pursuant to an amendment to the Charter to eliminate from the Charter the limitation that the Company may not redeem shares of our common stock issued in our IPO (we refer to s 3. The Adjournment Proposal - a proposal For For Management to approve the adjournment of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amen -------------------------------------------------------------------------------- AURORA ACQUISITION CORP Ticker: AURC Security ID: G0698L103 Meeting Date: FEB 24, 2023 Meeting Type: Annual Record Date: JAN 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Proposal - Amend the For For Management Company's amended and restated memorandum and articles of association to (i) extend the date that the Company has to consummate a business combination from March 8, 2023 to September 30, 2023 (the "Extended Date") pursuant t 2. Adjournment Proposal - Adjourn the For For Management Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval o -------------------------------------------------------------------------------- AUSTERLITZ ACQUISITION CORP I Ticker: AUS Security ID: G0633D109 Meeting Date: NOV 22, 2022 Meeting Type: Special Record Date: OCT 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: To amend For For Management and restate the Company's Memorandum and Articles of Association by adopting the second amended and restated memorandum and articles of association in the form set forth in Annex A of the accompanying proxy statement ( 2. Trust Amendment Proposal: To amend the For For Management Investment Management Trust Agreement, dated March 2, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as trustee ("Co 3. Adjournment Proposal: To adjourn the For For Management Shareholder Meeting to a later date or dates or sine die, if necessary, either (x) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Shareholder Meeting, there are -------------------------------------------------------------------------------- AUSTERLITZ ACQUISITION CORP II Ticker: ASZ Security ID: G0633U101 Meeting Date: NOV 22, 2022 Meeting Type: Special Record Date: OCT 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: To amend For For Management and restate the Company's Memorandum and Articles of Association by adopting the second amended and restated memorandum and articles of association in the form set forth in Annex A of the accompanying proxy statement ( 2. Trust Amendment Proposal: To amend the For For Management Investment Management Trust Agreement, dated March 2, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as trustee ("Co 3. Adjournment Proposal: To adjourn the For For Management Shareholder Meeting to a later date or dates or sine die, if necessary, either (x) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Shareholder Meeting, there are -------------------------------------------------------------------------------- AVALARA, INC. Ticker: AVLR Security ID: 05338G106 Meeting Date: OCT 14, 2022 Meeting Type: Special Record Date: SEP 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Approval of the Agreement and Plan of For For Management Merger, dated as of August 8, 2022 (as it may be amended, modified, or supplemented from time to time), by and among Lava Intermediate, Inc. ("Parent"), Lava Merger Sub, Inc. ("Merger Sub") and Avalara, Inc. ("Avalara 2. Approval, on a non-binding advisory For For Management basis, of certain compensation that will or may be paid by Avalara to its named executive officers that is based on or otherwise relates to the merger (the "named executive officer merger-related compensation advisory p 3. Approval of the adjournment of the For For Management special meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes at the time of the special meeting to approve the merger agreement proposal or to ens -------------------------------------------------------------------------------- AVISTA PUBLIC ACQUISITION CORP II Ticker: AHPA Security ID: G07247102 Meeting Date: OCT 24, 2022 Meeting Type: Special Record Date: SEP 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - a For For Management proposal to approve by special resolution and adopt (i) the Agreement and Plan of Merger, dated as of March 23, 2022 (the "Merger Agreement"), by and among APAC, Ligand Pharmaceuticals Incorporated, a Delaware corpora 2. The Domestication Proposal - a For For Management proposal to approve by special resolution the change of APAC's jurisdiction of incorporation (the "Domestication"), by deregistering as an exempted company in the Cayman Islands and continuing and domesticating under the nam 3. The Organizational Documents Proposal For For Management - a proposal to approve by special resolution and adopt the proposed new certificate of incorporation (the "Proposed Certificate of Incorporation") and the proposed new bylaws (the "Proposed Bylaws") of APAC after giv 4a. Change the Authorized Capital Stock - For For Management To approve and adopt provisions in the Proposed Certificate of Incorporation to authorize the change in the authorized capital stock of APAC from (i) 500,000,000 APAC Class A Ordinary Shares, 50,000,000 APAC Class B O 4b. Change the Stockholder Vote Required For For Management to Amend the Certificate of Incorporation - To approve and adopt provisions in the Proposed Certificate of Incorporation to require that the affirmative vote of holders of at least 66 2/3% of the voting power of all th 4c. Establish a Classified Board of For For Management Directors - To approve and adopt provisions in the Proposed Certificate of Incorporation to would divide the New OmniAb Board of directors into three classes, with only one class of directors being elected in each year and 4d. Action by Written Consent Stockholders For For Management - To approve and adopt provisions in the Proposed Certificate of Incorporation to provide that any action required or permitted to be taken by the New OmniAb Stockholders may be effected at a duly called annual or sp 4e. Removal of Directors - To approve and For For Management adopt provisions in the Proposed Certificate of Incorporation to require the affirmative vote of the holders of at least 66 2/3% of the voting power of the outstanding shares of New OmniAb entitled to vote to remove a 4f. Delaware as Exclusive Forum - To For For Management approve and adopt provisions in the Proposed Certificate of Incorporation to provide that, unless New OmniAb consents in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware shal 5. The Stock Issuance Proposal - a For For Management proposal to approve by ordinary resolution, for the purposes of complying with the applicable provisions of Nasdaq Rule 5635, the issuance of shares of common stock, par value $0.0001, of New OmniAb pursuant to (a) the Dome 6. The Incentive Plan Proposal - a For For Management proposal to approve by ordinary resolution, the OmniAb, Inc. 2022 Incentive Award Plan (the "Incentive Plan Proposal"). 7. The ESPP Proposal - a proposal to For For Management approve by ordinary resolution, the OmniAb, Inc. 2022 Employee Stock Purchase Plan (the "ESPP Proposal"). 8a. Election of Class I Director: Matthew For For Management W. Foehr 8b. Election of Class I Director: Jennifer For For Management Cochran 8c. Election of Class II Director: Sarah For For Management Boyce 8d. Election of Class II Director: Sunil For For Management Patel 8e. Election of Class III Director: John L. For For Management Higgins 8f. Election of Class III Director: For For Management Carolyn Bertozzi 8g. Election of Class III Director: Joshua For For Management Tamaroff 9. The Adjournment Proposal - to consider For For Management and vote upon a proposal to approve the adjournment of the extraordinary general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insuffic -------------------------------------------------------------------------------- AXIOS SUSTAINABLE GROWTH ACQ CORP Ticker: AXAC Security ID: G0703K108 Meeting Date: FEB 14, 2023 Meeting Type: Special Record Date: JAN 30, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal: A For For Management proposal, by special resolution, to amend (the "Extension Amendment") the Company's amended and restated memorandum and articles of association (the "Articles" or "Current Charter"), to extend the date by which the Comp 2. The Adjournment Proposal: A proposal, For For Management by ordinary resolution, to direct the chairman of the Extraordinary General Meeting to adjourn the Extraordinary General Meeting to a later date or dates (the "Adjournment"), if necessary, to permit further solicitati -------------------------------------------------------------------------------- B. RILEY PRINCIPAL 250 MERGER CORP. Ticker: BRIV Security ID: 05602L104 Meeting Date: DEC 16, 2022 Meeting Type: Annual Record Date: NOV 10, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Election of Class I Director to serve For For Management until the annual meeting: Samuel McBride 1b. Election of Class I Director to serve For For Management until the annual meeting: Timothy Presutti 2. To ratify the appointment of Marcum For For Management LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022. -------------------------------------------------------------------------------- BANNIX ACQUISITION CORP. Ticker: BNIX Security ID: 066644105 Meeting Date: MAR 08, 2023 Meeting Type: Special Record Date: FEB 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend the Companys Amended and For For Management Restated Certificate of Incorporation to extend the termination date by which the Company must consummate a business combination from March 14, 2023, the date that is 15 months from the closing date of the Companys initia 2. To amend the Companys Investment For For Management Management Trust Agreement dated as of September 10, 2021 (the Trust Agreement) between the Company and Continental Stock Transfer & Trust Company (the Trustee) allowing the Company in the event that Company has not consum 3. To approve the adjournment of the For For Management special meeting to a later date or dates if necessary to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or the Trust Amendment Pr -------------------------------------------------------------------------------- BANYAN ACQUISITION CORPORATION Ticker: BYN Security ID: 06690B107 Meeting Date: APR 21, 2023 Meeting Type: Special Record Date: MAR 24, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend (the "Charter Amendment") our For For Management amended and restated certificate of incorporation (our "charter"), which currently provides that (i) we have the option to extend the period by which we must consummate a business combination up to two times, each fo 2. To amend (the "Trust Amendment" and For For Management together with the Charter Amendment, the "Extension Amendments") the Investment Management Trust Agreement entered into in connection with our initial public offering ("IPO"), dated January 19, 2022, by and between Cont 3. To approve the adjournment of the For For Management special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Charter A -------------------------------------------------------------------------------- BATTERY FUTURE ACQUISITION CORP. Ticker: BFAC Security ID: G0888J108 Meeting Date: JUN 12, 2023 Meeting Type: Special Record Date: MAY 08, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - For For Management "RESOLVED, as a special resolution, that the Articles of Association of BFAC currently in effect be amended and restated by the deletion in their entirety and the substitution in their place of the Second Amended and Res 2) The Trust Agreement Amendment Proposal For For Management - To approve an amendment to the Company's Investment Management Trust Agreement, dated December 14, 2021, allowing BFAC to (1) extend the Business Combination Period up to twelve times for an additional one month ea 3) The Adjournment Proposal - To adjourn For For Management the special meeting of BFAC shareholders to a later date or dates, if necessary, to permit further solicitation and vote of Proxies if, based upon the tabulated vote at the time of the special meeting, there are not s -------------------------------------------------------------------------------- BELONG ACQUISITION CORP. Ticker: BLNG Security ID: 08069M102 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - to For For Management approve the adoption of an amendment to the Company's Amended and Restated Certificate of Incorporation to extend the date that the Company has to consummate a business combination from January 27, 2023 to July 27, 20 2. The Trust Amendment Proposal - to For For Management approve the adoption of an amendment to the Investment Management Trust Agreement, dated July 22, 2021, by and between the Company and Continental Stock Transfer & Trust Company ("Continental"), to extend the date on whic 3. The Adjournment Proposal - to approve For For Management adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the ap -------------------------------------------------------------------------------- BIG SKY GROWTH PARTNERS, INC. Ticker: BSKY Security ID: 08954L102 Meeting Date: DEC 12, 2022 Meeting Type: Special Record Date: NOV 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend the Company's Amended and For For Management Restated Certificate of Incorporation to amend the date by which the Company must cease its operations except for the purpose of winding up if it fails to complete a merger, capital stock exchange, asset acquisition, sto 2. To amend the Investment Management For For Management Trust Agreement, dated April 28, 2021, by and between the Company and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as trustee, to change the date on which Continental must commenc 3. To approve the adjournment of the For For Management Special Meeting from time to time to solicit additional proxies in favor of the previous proposals or if otherwise determined by the chairperson of the Special Meeting to be necessary or appropriate. -------------------------------------------------------------------------------- BIOHAVEN PHARMACEUTICAL HLDG CO LTD Ticker: BHVN Security ID: G11196105 Meeting Date: SEP 29, 2022 Meeting Type: Special Record Date: AUG 29, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt (i) the Agreement and Plan of For For Management Merger, dated as of May 9, 2022 (the "Merger Agreement"), by and among Biohaven Pharmaceutical Holding Company Ltd. ("Biohaven"), Pfizer Inc. & Bulldog (BVI) Ltd., (ii) the form of Plan of Reverse Triangular Merger & 2. To approve, by non-binding, advisory For For Management vote, certain compensatory arrangements for Biohaven's named executive officers in connection with the acquisition by Pfizer of Biohaven and the distribution to Biohaven's shareholders of all of the issued and outstand 3. To adjourn the Special Meeting, if For For Management necessary, desirable or appropriate, to solicit additional proxies if, at the time of the Special Meeting, there are an insufficient number of votes to adopt the Merger Agreement, the Plan of Merger and the Distribution -------------------------------------------------------------------------------- BIOPLUS ACQUISITION CORP. Ticker: BIOS Security ID: G11217117 Meeting Date: JUN 02, 2023 Meeting Type: Special Record Date: MAY 02, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution, that the Amended and Restated Memorandum of Association and Articles of Association be amended in the form attached to the proxy statement as Annex A, with immediate effect, in order to 2) The Founder Share Amendment Proposal - For For Management RESOLVED, as a special resolution, that the Amended and Restated Memorandum of Association and Articles of Association be amended in the form attached to the proxy statement as Annex A, with immediate effect, in orde 3) The Auditor Ratification Proposal - For For Management RESOLVED, as an ordinary resolution, that the appointment of WithumSmith+Brown, PC as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2023 be ratified, approved a 4) The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the extraordinary general meeting in lieu of an annual general meeting to a later date or dates to be determined by the chairman of the extraordinary general meeting i -------------------------------------------------------------------------------- BIOTECH ACQUISITION COMPANY Ticker: BIOT Security ID: G1125A108 Meeting Date: JAN 19, 2023 Meeting Type: Special Record Date: DEC 23, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - To For For Management amend, by way of special resolution, the amended and restated Memorandum and Articles of Association to extend the date by which the Company must consummate a Business Combination from January 27, 2023 to October 27, 2023 2. Adjournment Proposal - To instruct the For For Management chairman of the extraordinary general meeting to adjourn the extraordinary general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote -------------------------------------------------------------------------------- BLACK MOUNTAIN ACQUISITION CORP. Ticker: BMAC Security ID: 09216A108 Meeting Date: APR 14, 2023 Meeting Type: Special Record Date: MAR 20, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - To For For Management amend and restate the Company's Amended & Restated Certificate of Incorporation (i) to extend the date by which the Company has to consummate a merger, capital stock exchange, asset acquisition, stock purchase, reorganiza 2. Trust Amendment Proposal - To amend For For Management and restate the Investment Management Trust Agreement, dated as of October 13, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as trustee, to reflect the New Termination Date and the Add 3. Redemption Limitation Amendment For For Management Proposal - To amend and restate the Certificate of Incorporation to eliminate (i) the limitation that the Company shall not redeem its Public Stock to the extent that such redemption would result in the Class A Common Stock 4. Adjournment Proposal - To adjourn the For For Management Stockholder Meeting to a later dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient shares of Class A -------------------------------------------------------------------------------- BLEUACACIA LTD Ticker: BLEU Security ID: G11728105 Meeting Date: MAY 19, 2023 Meeting Type: Special Record Date: APR 19, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - To For For Management amend, by way of special resolution, bleuacacia's Memorandum and Articles of Association to give bleuacacia the option to extend the date (the "Termination Date") by which it has to consummate a business combination ( 2. Redemption Limitation Amendment For For Management Proposal - To amend, by way of special resolution, bleuacacia's Memorandum and Articles of Association to eliminate from the Memorandum and Articles of Association the limitation that bleuacacia may not redeem Public Shares 3. The Adjournment Proposal - To adjourn, For For Management by way of an ordinary resolution, the Shareholder Meeting to a later date or dates, if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Shareholde -------------------------------------------------------------------------------- BLUE OCEAN ACQUISITION CORP. Ticker: BOCN Security ID: G1330L105 Meeting Date: JUN 06, 2023 Meeting Type: Special Record Date: MAY 04, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management Amend the Company's amended and restated memorandum and articles of association to: (a) extend the date by which the Company must (i) consummate an initial business combination; (ii) cease its operations, except for the 2. The Founder Share Amendment Proposal - For For Management Amend the Company's amended and restated memorandum and articles of association to permit for the issuance of Class A ordinary shares to holders of Class B ordinary shares upon the exercise of the right of a holder o 3. The Adjournment Proposal - Approve the For For Management adjournment of the extraordinary general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connecti -------------------------------------------------------------------------------- BLUE WORLD ACQUISITION CORPORATION Ticker: BWAQ Security ID: G1263E102 Meeting Date: MAY 02, 2023 Meeting Type: Special Record Date: APR 05, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To approve the Company's Charter, For For Management which provides the Company has until Feb. 2, 2023 to complete a business combination, and may elect to extend the period up to Nov. 2, 2023, be amended to provide that the Company has until May 2, 2023 to complete a busin 2. Approve Invest. Mgmt. Trust Agrmt. Dtd For For Management 1/31/2022, by the Company and Continental Stock Transfer & Trust Company, which provides Continental must commence liquidation of the trust acct. by 2/2/2023, or, if extended, up to 11/2/2023 by depositing $920,000 i 3. Adjournment Proposal - To approve by For For Management way of an ordinary resolution to adjourn Extraordinary General Meeting to a later date or dates or sine die, if necessary, to permit further solicitation and vote of proxies if, at the time of the Extraordinary General -------------------------------------------------------------------------------- BLUE WORLD ACQUISITION CORPORATION Ticker: BWAQ Security ID: G1263E102 Meeting Date: JUN 30, 2023 Meeting Type: Special Record Date: JUN 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: To approve For For Management that the Company's Amended and Restated Memorandum and Articles of Association (the "Charter"), which provides the Company has until 5/2/2023 to complete a business combination and may elect to extend the period up t 2. Trust Amendment Proposal: To approve For For Management by way of a special resolution that the Investment Management Trust Agreement, dated January 31, 2022, further amended on May 2, 2023 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & 3. D&O Indemnity Escrow Release Proposal: For For Management To approve the funds held in the escrow account (the "Escrow Account") pursuant to the D&O Reserve Fund Escrow Agreement, dated January 31, 2022, by and between the Company and Continental, be released on July 2, 202 4. Adjournment Proposal: To approve by For For Management way of an ordinary resolution to adjourn Extraordinary General Meeting to a later date or dates or sine die, if necessary, to permit further solicitation and vote of proxies if, at the time of the Extraordinary General -------------------------------------------------------------------------------- BLUERIVER ACQUISITION CORP. Ticker: BLUA Security ID: G1261Q107 Meeting Date: JAN 31, 2023 Meeting Type: Special Record Date: JAN 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Proposal - To consider and For For Management vote upon a proposal by the following special resolution to amend (the "Extension Proposal") the Company's amended and restated memorandum and articles of association (together, the "Existing Charter") to extend from F 2. The Adjournment Proposal - To consider For For Management and vote upon a proposal (the "Adjournment Proposal") by the following ordinary resolution to approve the adjournment of the General Meeting by the chair thereof to a later date, if necessary, under certain circumsta -------------------------------------------------------------------------------- BOA ACQUISITION CORP. Ticker: BOAS Security ID: 05601A109 Meeting Date: OCT 21, 2022 Meeting Type: Special Record Date: AUG 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - to For For Management consider and vote upon a proposal to adopt the Business Combination Agreement, dated as of December 2, 2021, by and among BOA, Selina Hospitality PLC ("Selina"), Samba Merger Sub, Inc., a Delaware corporation and a d 2a. The Governing Documents Proposals - to For For Management consider and vote upon separate proposals to approve the following material differences between BOA's amended and restated certificate of incorporation (the "BOA Charter") and the proposed Selina Articles of Associat 2b. The Governing Documents Proposals - to For For Management consider and vote upon separate proposals to approve the following material differences between BOA's amended and restated certificate of incorporation (the "BOA Charter") and the proposed Selina Articles of Associat 2c. The Governing Documents Proposals - to For For Management consider and vote upon separate proposals to approve the following material differences between BOA's amended and restated certificate of incorporation (the "BOA Charter") and the proposed Selina Articles of Associat 2d. The Governing Documents Proposals - to For For Management consider and vote upon separate proposals to approve the following material differences between BOA's amended and restated certificate of incorporation (the "BOA Charter") and the proposed Selina Articles of Associat 3. The Adjournment Proposal - to consider For For Management and vote upon a proposal to approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of t -------------------------------------------------------------------------------- BROADSCALE ACQUISITION CORP. Ticker: SCLE Security ID: 11134Y101 Meeting Date: DEC 06, 2022 Meeting Type: Special Record Date: OCT 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The First Amendment Proposal - To For For Management approve the adoption of an amendment (the "First Amendment") to the Company's Amended and Restated Certificate of Incorporation (the "Charter") as set forth in paragraphs four, six, seven and nine of Annex A of the accomp 2. The Second Amendment Proposal - To For For Management approve the adoption of an amendment (the "Second Amendment") to the Charter as set forth in paragraphs five and eight of Annex A of the accompanying proxy statement to reduce the limitation contained in the Charter that 3. The Adjournment Proposal - To approve For For Management the adjournment of the Special Meeting from time to time to solicit additional proxies in favor of the Amendment Proposals or if otherwise determined by the chairperson of the Special Meeting to be necessary or approp -------------------------------------------------------------------------------- BTRS HOLDINGS INC. Ticker: BTRS Security ID: 11778X104 Meeting Date: DEC 13, 2022 Meeting Type: Special Record Date: NOV 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. A proposal to adopt the Agreement and For For Management Plan of Merger, dated as of September 28, 2022, by and among BTRS Holdings Inc. ("Billtrust"), Bullseye FinCo, Inc. ("Parent") and Bullseye Merger Sub, Inc. ("Merger Sub"), as may be amended from time to time (the "me 2. A proposal to approve, on a For For Management non-binding, advisory basis, certain compensation that will or may be paid by Billtrust to its named executive officers that is based on or otherwise relates to the merger. 3. A proposal to approve an adjournment For For Management of the special meeting, including if necessary to solicit additional proxies in favor of the proposal to approve and adopt the merger agreement, if there are not sufficient votes at the time of such adjournment to appr -------------------------------------------------------------------------------- BURTECH ACQUISITION CORP. Ticker: BRKH Security ID: 123013104 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: DEC 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. CHARTER AMENDMENT PROPOSAL - APPROVAL For For Management OF AN AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO EXTEND THE DATE BY WHICH THE COMPANY HAS TO CONSUMMATE A BUSINESS COMBINATION (THE "EXTENSION") SIX (6) TIMES FOR AN ADDITIONAL ONE 2. TRUST AMENDMENT - APPROVAL OF AN For For Management AMENDMENT TO THE COMPANY'S INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED AS OF DECEMBER 10, 2021 (THE "TRUST AGREEMENT"), BY AND BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY (THE "TRUSTEE"), ALLOWING T 3. ADJOURNMENT - APPROVAL TO DIRECT THE For For Management CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE AT THE TIME OF THE MEETING, TH -------------------------------------------------------------------------------- BURTECH ACQUISITION CORP. Ticker: BRKH Security ID: 123013104 Meeting Date: MAR 10, 2023 Meeting Type: Special Record Date: JAN 26, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. CHARTER AMENDMENT PROPOSALS - APPROVAL For For Management OF AN AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO (A) EXTEND THE DATE BY WHICH THE COMPANY HAS TO CONSUMMATE A BUSINESS COMBINATION (THE "EXTENSION") UNTIL DECEMBER 15, 2023 AND (B 2. TRUST AMENDMENT - APPROVAL OF AN For For Management AMENDMENT TO THE COMPANY'S INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED AS OF DECEMBER 10, 2021 (THE "TRUST AGREEMENT"), BY AND BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY (THE "TRUSTEE"), ALLOWING T 3. ADJOURNMENT - APPROVAL TO DIRECT THE For For Management CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE AT THE TIME OF THE MEETING, TH -------------------------------------------------------------------------------- BYTE ACQUISITION CORP. Ticker: BYTS Security ID: G1R25Q105 Meeting Date: FEB 28, 2023 Meeting Type: Special Record Date: NOV 17, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - As a special For For Management resolution, to amend the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy stateme 2. The Adjournment Proposal - As an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, to permit further solicitation and vote of proxies in the event that there are insu -------------------------------------------------------------------------------- BYTE ACQUISITION CORP. Ticker: BYTS Security ID: G1R25Q105 Meeting Date: MAR 16, 2023 Meeting Type: Special Record Date: FEB 21, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - as a special For For Management resolution, to amend the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy stateme 2. The Founder Share Amendment Proposal - For For Management as a special resolution, to amend the Charter pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statement to amend the Charter to provide for the right of a holder of 3. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, to permit further solicitation and vote of proxies in the event that there are insu -------------------------------------------------------------------------------- C5 ACQUISITION CORPORATION Ticker: CXAC Security ID: 12530D105 Meeting Date: APR 06, 2023 Meeting Type: Special Record Date: MAR 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - To For For Management amend the amended and restated certificate of incorporation of C5 Acquisition Corporation ("C5") to extend the date by which C5 has to consummate a business combination from April 11, 2023 to December 31, 2023, or suc 2. The Adjournment Proposal - To adjourn For For Management the special meeting of C5 stockholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, at the time of the special meeting, there are not sufficient votes to approve the E -------------------------------------------------------------------------------- CACTUS ACQUISITION CORP. 1 LTD. Ticker: CCTS Security ID: G1745A108 Meeting Date: APR 20, 2023 Meeting Type: Special Record Date: MAR 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Articles Extension Proposal: To For Against Management approve, by way of special resolution, an amendment to the Company's amended & restated memorandum and articles of association in the form set forth in Annex A of accompanying proxy statement, to extend date by which the Co 2. Trust Extension Proposal: A proposal For Against Management to amend the Company's investment management trust agreement, dated as of November 2, 2021, by and between the Company and Continental Stock Transfer & Trust Company, to extend the date by which the Company would be pe 3. Conversion Amendment Proposal: A For Against Management proposal to approve, by way of special resolution, an amendment to Cactus' Articles to provide for the right of a holder of Class B ordinary shares, par value $0.0001 per share to convert such shares into Class A ordinary 4. Director Election Proposal [HOLDERS OF For Against Management FOUNDER SHARES ONLY]: To approve, by way of ordinary resolution of the holders of the Class B ordinary shares in the capital of the Company, the reappointment of each of Ofer Gonen, Nachum (Homi) Shamir, Hadar Ron, M 5. Adjournment Proposal: A proposal to For Against Management approve, by way of ordinary resolution, the adjournment of the Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or ot -------------------------------------------------------------------------------- CACTUS ACQUISITION CORP. 1 LTD. Ticker: CCTS Security ID: G1745A108 Meeting Date: MAY 30, 2023 Meeting Type: Special Record Date: APR 25, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Articles Amendment Proposal: A For DNV Management proposal to approve, by way of special resolution, an amendment to the Company's amended and restated memorandum and articles of association (the "Articles") in form set forth in Annex A of accompanying proxy statement, whic 2. Adjournment Proposal: A proposal to For DNV Management approve, by way of ordinary resolution, the adjournment of the Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or ot -------------------------------------------------------------------------------- CAPITALWORKS EMERGING MARKETS ACQ CORP Ticker: CMCA Security ID: G1889L100 Meeting Date: MAR 01, 2023 Meeting Type: Special Record Date: JAN 19, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: A For For Management proposal to amend by special resolution the Company's amended and restated memorandum and articles of association in the form set forth in Annex A to the accompanying Proxy Statement to extend the date by which the Company 2. Liquidation Amendment Proposal: A For For Management proposal to amend by special resolution the Company's amended and restated memorandum and articles of association in the form set forth in Annex A to the accompanying Proxy Statement to permit the Company's board of direc 3. Trust Amendment Proposal: A proposal For For Management to amend the Company's investment management trust agreement, dated as of November 30, 2021, by and between the Company and Continental Stock Transfer & Trust Company, to extend the date by which the Company would be r 4. Adjournment Proposal: By ordinary For For Management resolution to adjourn the Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approva -------------------------------------------------------------------------------- CAPITALWORKS EMERGING MARKETS ACQ CORP Ticker: CMCA Security ID: G1889L100 Meeting Date: MAY 23, 2023 Meeting Type: Special Record Date: APR 26, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: A For For Management proposal to amend by special resolution the Company's amended and restated memorandum and articles of association in the form set forth in Annex A to the accompanying proxy statement to extend the date by which the Company 2. Liquidation Amendment Proposal: A For For Management proposal to amend by special resolution the Company's amended and restated memorandum and articles of association in the form set forth in Annex A to the accompanying proxy statement to permit the board of directors, in i 3. Trust Amendment Proposal: A proposal For For Management to amend the Company's investment management trust agreement, dated as of November 30, 2021, by and between the Company and Continental Stock Transfer & Trust Company, to extend the date by which the Company would be r 4. Adjournment Proposal: A proposal to For For Management approve by ordinary resolution to adjourn the Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connec -------------------------------------------------------------------------------- CARNEY TECHNOLOGY ACQUISITION CORP. II Ticker: CTAQ Security ID: 143636108 Meeting Date: DEC 14, 2022 Meeting Type: Special Record Date: NOV 10, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from December 14, 2022 to June 14, 2023 (or such earlier date as determine 2a. Election of Class I Director to serve For For Management until the annual meeting to be held in 2025: Carol Goode 2b. Election of Class I Director to serve For For Management until the annual meeting to be held in 2025: Lieutenant General (Ret.) Robert Ferrell 3. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 or Proposa -------------------------------------------------------------------------------- CARTESIAN GROWTH CORPORATION Ticker: GLBL Security ID: G19276107 Meeting Date: NOV 17, 2022 Meeting Type: Special Record Date: AUG 31, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution under Cartesian's Amended and Restated Memorandum and Articles of Association (the "Existing Articles") and adopt the Business Combination Agreement 2. The Domestication Proposal - To For For Management consider and vote upon a proposal to approve by special resolution under the Existing Articles, assuming the Business Combination Proposal is approved and adopted, the change of Cartesian's jurisdiction of registration from 3. The Organizational Documents Proposal For For Management - To approve and adopt by special resolution under the Existing Articles, assuming the Business Combination Proposal and the Domestication Proposal are approved and adopted, the proposed new certificate of incorporati 4. The Advisory Charter Proposals - To For For Management approve, on a non- binding advisory basis, certain governance provisions in the Proposed Charter, which are being presented separately in accordance with United States Securities and Exchange Commission guidance to give 5. The Stock Issuance Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution, assuming the Business Combination Proposal, the Domestication Proposal and the Organizational Documents Proposal are approved and adopted, for the purpos 6. The Equity Incentive Plan Proposal - For For Management To consider and vote upon a proposal to approve and adopt by ordinary resolution, assuming the Stock Issuance Proposal is approved and adopted, the Alvarium Tiedemann Holdings, Inc. 2022 Stock Incentive Plan, a copy of 7. The Employee Stock Purchase Plan For For Management Proposal - To consider and vote upon a proposal to approve and adopt by ordinary resolution, assuming the Stock Issuance Proposal is approved and adopted, the Alvarium Tiedemann Holdings, Inc. 2022 Employee Stock Purchase 8. The Election of Directors Proposal - For For Management To consider and vote on a proposal to elect, effective at Closing, eleven directors to serve terms on our board of directors until the 2023 annual meeting of stockholders and until their respective successors are duly 9. The Adjournment Proposal - To consider For For Management and vote upon a proposal to approve by ordinary resolution under the Existing Articles the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies -------------------------------------------------------------------------------- CARTICA ACQUISITION CORP Ticker: CITE Security ID: G1995D109 Meeting Date: JUN 30, 2023 Meeting Type: Special Record Date: MAY 19, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - To For For Management approve, by way of special resolution, that the date by which Cartica has to consummate a business combination be extended from July 7, 2023 to April 7, 2024 (or such earlier date as determined by the board of directo 2) The Auditor Ratification Proposal - To For For Management ratify, by way of ordinary resolution, the selection by Cartica's audit committee of Marcum LLP to serve as Cartica's independent registered public accounting firm for the year ending December 31, 2023. 3) The Adjournment Proposal - By ordinary For For Management resolution to instruct the chairman of the extraordinary general meeting to adjourn the extraordinary general meeting of Cartica shareholders to a later date or dates to be determined by the chairman, if necessary, t -------------------------------------------------------------------------------- CARTICA ACQUISITION CORP Ticker: CITEU Security ID: G1995D125 Meeting Date: JUN 30, 2023 Meeting Type: Special Record Date: MAY 19, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - To For For Management approve, by way of special resolution, that the date by which Cartica has to consummate a business combination be extended from July 7, 2023 to April 7, 2024 (or such earlier date as determined by the board of directo 2) The Auditor Ratification Proposal - To For For Management ratify, by way of ordinary resolution, the selection by Cartica's audit committee of Marcum LLP to serve as Cartica's independent registered public accounting firm for the year ending December 31, 2023. 3) The Adjournment Proposal - By ordinary For For Management resolution to instruct the chairman of the extraordinary general meeting to adjourn the extraordinary general meeting of Cartica shareholders to a later date or dates to be determined by the chairman, if necessary, t -------------------------------------------------------------------------------- CATALYST PARTNERS ACQUISITION CORP. Ticker: CPAR Security ID: G19550105 Meeting Date: JAN 31, 2023 Meeting Type: Special Record Date: JAN 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal - Amend the For For Management Company's Memorandum and Articles of Association to accelerate the date by which the Company must cease all operations, except for the purpose of winding up, if it fails to complete a merger, share exchange, asset ac 2. Trust Amendment Proposal - Amend the For For Management Investment Management Trust Agreement, dated May 17, 2021, by and between the Company and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as trustee ("Continental"), pursuant to an 3. Adjournment Proposal - Adjourn the For For Management Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval o -------------------------------------------------------------------------------- CATCHA INVESTMENT CORP Ticker: CHAA Security ID: G1962Y102 Meeting Date: FEB 14, 2023 Meeting Type: Special Record Date: JAN 04, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. A proposal to approve a special For For Management resolution to amend the Company's amended and restated memorandum and articles of association (the "Articles") pursuant to an amendment to the Articles in the form set forth in Annex A to the accompanying Proxy Statement (t 2. A proposal to approve a special For For Management resolution to amend the Investment Management Trust Agreement (the "Trust Agreement"), dated February 11, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as trustee ("Continental"), pursuant 3. A proposal to approve an ordinary For For Management resolution to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or -------------------------------------------------------------------------------- CATCHMARK TIMBER TRUST, INC. Ticker: CTT Security ID: 14912Y202 Meeting Date: SEP 13, 2022 Meeting Type: Special Record Date: AUG 10, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Proposal to approve the Company Merger For For Management pursuant to the terms and conditions set forth in the Agreement and Plan of Merger, dated as of May 29, 2022, as it may be amended from time to time, by and among PotlatchDeltic Corporation, Horizon Merger Sub 2022, 2. Proposal to approve, on an advisory For For Management (non-binding) basis, the compensation that will be paid or may become payable to CatchMark's named executive officers in connection with the Company Merger and the other transactions contemplated by the Agreement and Pl 3. A proposal to approve one or more For For Management adjournments of the CatchMark special meeting to another date, time or place, if necessary, to solicit additional proxies in favor of the proposal to approve the Company Merger on the terms and conditions set forth in the -------------------------------------------------------------------------------- CAZOO GROUP LTD Ticker: CZOO Security ID: G2007L105 Meeting Date: FEB 07, 2023 Meeting Type: Special Record Date: JAN 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Approve, as an ordinary resolution, For For Management that every 20 shares with a par value of US$0.0001 each in the issued and unissued share capital of Cazoo Group Ltd (the "Company") be consolidated into one (1) share (each, a "Consolidated Share") with a par value of U 2. Approve, as an ordinary resolution For For Management that, immediately following the Reverse Stock Split becoming effective, the authorized share capital of the Company be increased: a. FROM: US$325,500; b. TO: US$435,500. See "Share Increase Proposal" in the Proxy Stateme -------------------------------------------------------------------------------- CAZOO GROUP LTD Ticker: CZOO Security ID: G2007L204 Meeting Date: JUN 20, 2023 Meeting Type: Annual Record Date: MAY 12, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1..1 DIRECTOR-Paul Woolf For For Management 1..2 DIRECTOR-Duncan Tatton-Brown For For Management 2. As an ordinary resolution to approve For For Management the re-appointment of Ernst & Young LLP, as the Company's independent registered auditors for the year ending December 31, 2023 and until the Company's 2024 annual general meeting of shareholders, and to authorize the -------------------------------------------------------------------------------- CC NEUBERGER PRINCIPAL HOLDINGS II Ticker: PRPB Security ID: G3166T103 Meeting Date: JUL 19, 2022 Meeting Type: Special Record Date: MAY 11, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Domestication Merger Proposal - To For For Management consider and vote upon a proposal by special resolution to approve CCNB merging with and into Vector Domestication Merger Sub, LLC ("Domestication Merger Sub") in accordance with Section 18-209 of the DLLCA and ceasing t 2. Business Combination Proposal - To For For Management consider and vote upon a proposal to approve the Business Combination Agreement, dated December 9, 2021 (the "Business Combination Agreement"), by and among CCNB, New CCNB, Domestication Merger Sub, Vector Merger Sub 1, 3. Adjournment Proposal - To consider and For For Management vote upon a proposal to approve the adjournment of the Shareholders Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes fo -------------------------------------------------------------------------------- CC NEUBERGER PRINCIPAL HOLDINGS III Ticker: PRPC Security ID: G1992N100 Meeting Date: FEB 01, 2023 Meeting Type: Special Record Date: JAN 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution that: a) Article 49.7 of CCNB's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 49.7: "In the event tha 2. The Redemption Limitation Amendment For For Management Proposal - RESOLVED, as a special resolution that: a) Article 49. 2(b) of CCNB's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 49.2(b) 3. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of -------------------------------------------------------------------------------- CC NEUBERGER PRINCIPAL HOLDINGS III Ticker: PRPCU Security ID: G1992N118 Meeting Date: FEB 01, 2023 Meeting Type: Special Record Date: JAN 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution that: a) Article 49.7 of CCNB's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 49.7: "In the event tha 2. The Redemption Limitation Amendment For For Management Proposal - RESOLVED, as a special resolution that: a) Article 49. 2(b) of CCNB's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 49.2(b) 3. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of -------------------------------------------------------------------------------- CF ACQUISITION CORP. IV Ticker: CFIV Security ID: 12520T102 Meeting Date: DEC 22, 2022 Meeting Type: Special Record Date: NOV 17, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a business combination from December 28, 2022 to June 28, 2023 or such earlier date as determined 2. Adjournment Proposal: Adjourn the For For Management Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1. -------------------------------------------------------------------------------- CF ACQUISITION CORP. VII Ticker: CFFS Security ID: 12521H107 Meeting Date: DEC 28, 2022 Meeting Type: Annual Record Date: NOV 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Auditor Ratification Proposal: For For Management Ratification of the selection of WithumSmith+Brown, PC by the audit committee of the Company's board of directors to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022. -------------------------------------------------------------------------------- CF ACQUISITION CORP. VII Ticker: CFFS Security ID: 12521H107 Meeting Date: JUN 16, 2023 Meeting Type: Special Record Date: MAY 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a business combination from June 20, 2023 to March 20, 2024 or such earlier date as determined by 2. Adjournment Proposal: Adjourn the For For Management special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1. -------------------------------------------------------------------------------- CHAIN BRIDGE I Ticker: CBRG Security ID: G2061X102 Meeting Date: MAY 02, 2023 Meeting Type: Special Record Date: APR 04, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - to consider For DNV Management and vote upon a proposal by the following special resolution to amend (the "Extension Proposal") the Company's amended and restated memorandum and articles of association (together, the "Existing Charter") to extend fr 2. The Adjournment Proposal - to consider For DNV Management and vote upon a proposal (the "Adjournment Proposal") by the following ordinary resolution to approve the adjournment of the General Meeting by the chair thereof to a later date, if necessary, under certain circumsta -------------------------------------------------------------------------------- CHAIN BRIDGE I Ticker: CBRG Security ID: G2061X102 Meeting Date: MAY 12, 2023 Meeting Type: Special Record Date: APR 04, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - to consider For For Management and vote upon a proposal by the following special resolution to amend (the "Extension Proposal") the Company's amended and restated memorandum and articles of association (together, the "Existing Charter") to extend fr 2. The Adjournment Proposal - to consider For For Management and vote upon a proposal (the "Adjournment Proposal") by the following ordinary resolution to approve the adjournment of the General Meeting by the chair thereof to a later date, if necessary, under certain circumsta -------------------------------------------------------------------------------- CHEMOCENTRYX, INC. Ticker: CCXI Security ID: 16383L106 Meeting Date: OCT 18, 2022 Meeting Type: Special Record Date: SEP 13, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of August 3, 2022 (the "Merger Agreement"), by and among ChemoCentryx, Inc. ("ChemoCentryx"), Amgen Inc. ("Amgen") and Carnation Merger Sub, Inc., a wholly owned subsidiary of Amgen ("Merger Sub"), pursu 2. To approve, on a non-binding, advisory For For Management basis, certain compensation that will or may be paid or become payable to ChemoCentryx's named executive officers that is based on or otherwise relates to the Merger. 3. To approve the adjournment of the For For Management Special Meeting to a later date or dates if necessary to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. -------------------------------------------------------------------------------- CHURCHILL CAPITAL CORP V Ticker: CCV Security ID: 17144T107 Meeting Date: MAR 14, 2023 Meeting Type: Special Record Date: FEB 15, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - To For For Management amend the amended and restated certificate of incorporation of Churchill Capital Corp V ("Churchill") to extend the date by which Churchill has to consummate a business combination (the "Extension"), as more fully set 2) The Adjournment Proposal - To adjourn For For Management the special meeting of Churchill stockholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, at the time of the special meeting, there are not sufficient votes to approv -------------------------------------------------------------------------------- CHURCHILL CAPITAL CORP VI Ticker: CCVI Security ID: 17143W101 Meeting Date: MAY 11, 2023 Meeting Type: Special Record Date: APR 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - To For For Management amend the amended and restated certificate of incorporation of Churchill Capital Corp VI ("Churchill") to extend the date by which Churchill has to consummate a business combination (the "Extension"), as more fully se 2) The Adjournment Proposal - To adjourn For For Management the special meeting of Churchill stockholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, at the time of the special meeting, there are not sufficient votes to approv -------------------------------------------------------------------------------- CHURCHILL CAPITAL CORP VII Ticker: CVII Security ID: 17144M102 Meeting Date: MAY 11, 2023 Meeting Type: Special Record Date: APR 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - To For For Management amend the amended and restated certificate of incorporation of Churchill Capital Corp VII ("Churchill") to extend the date by which Churchill has to consummate a business combination (the "Extension"), as more fully s 2) The Adjournment Proposal - To adjourn For For Management the special meeting of Churchill stockholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, at the time of the special meeting, there are not sufficient votes to approv -------------------------------------------------------------------------------- CIIG CAPITAL PARTNERS II, INC. Ticker: CIIG Security ID: 12561U109 Meeting Date: APR 14, 2023 Meeting Type: Special Record Date: FEB 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal: to For For Management consider and vote upon a proposal to approve and adopt the Agreement and Plan of Merger, dated as of November 22, 2022, as may be amended: Pursuant to the Merger Agreement, the parties thereto will enter into a busine 2. The Stockholder Adjournment Proposal: For For Management To consider and vote upon a proposal to adjourn the special meeting of stockholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the t -------------------------------------------------------------------------------- CLARIM ACQUISITION CORP. Ticker: CLRM Security ID: 18049C108 Meeting Date: DEC 07, 2022 Meeting Type: Special Record Date: NOV 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Redemption Limit Elimination Proposal For For Management - To amend the Company's amended and restated certificate of incorporation (the "Certificate of Incorporation") to eliminate the requirement that the Company retain at least $5,000,001 of net tangible assets following 2. Early Termination Proposal - To amend For For Management the Certificate of Incorporation to change the date by which the Company must consummate a Business Combination from February 2, 2023 (the "Original Termination Date") to such other date as shall be determined by the 3. Early Termination Trust Amendment For For Management Proposal - To amend the Investment Management Trust Agreement, dated January 28, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, a New York corporation, as trustee 4. Adjournment Proposal - To adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient shares of -------------------------------------------------------------------------------- CLASS ACCELERATION CORP. Ticker: CLAS Security ID: 18274B106 Meeting Date: DEC 20, 2022 Meeting Type: Special Record Date: NOV 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: A For For Management proposal to amend the Company's amended and restated certificate of incorporation to extend the date by which the Company would be required to consummate a business combination from January 20, 2023 to June 20, 2023. 2. Liquidation Amendment Proposal: A For For Management proposal to amend the Company's second amended and restated certificate of incorporation to permit the Board, in its sole discretion, to elect to wind up our operations on an earlier date than June 20, 2023 (including pri 3. Trust Amendment Proposal: A proposal For For Management to amend the Company's investment management trust agreement, dated as of January 14, 2021, by and between the Company and Continental Stock Transfer & Trust Company, to extend the date by which the Company would be re 4. Auditor Ratification Proposal: For For Management Ratification of the selection of Marcum LLP by the audit committee of the Company's board of directors to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022. 5. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1, Proposal -------------------------------------------------------------------------------- CLEAN EARTH ACQUISITION CORP. Ticker: CLIN Security ID: 184493104 Meeting Date: MAY 25, 2023 Meeting Type: Special Record Date: APR 20, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal - a For For Management proposal to amend the Company's second amended and restated certificate of incorporation (the "Existing Charter") in the form set forth in Annex A to the accompanying Proxy Statement (the "Amended Charter"). We refer to 2. Trust Amendment Proposal - a proposal For For Management to amend the Investment Management Trust Agreement, dated February 23, 2022, between us and American Stock Transfer & Trust Company ("AST" and such agreement the "Trust Agreement") pursuant to an amendment in the form 3. The Adjournment Proposal - a proposal For For Management to approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connecti -------------------------------------------------------------------------------- CLIMATE REAL IMPACT SOL II ACQ CORP Ticker: CLIM Security ID: 187171103 Meeting Date: DEC 08, 2022 Meeting Type: Special Record Date: NOV 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal - to For For Management approve the adoption of an amendment (the "Amendment") to the Company's Amended and Restated Certificate of Incorporation (the "Charter") as set forth in Annex A of the accompanying proxy statement to, among other thing 2. The Trust Amendment Proposal - to For For Management approve an amendment to the Investment Management Trust Agreement, dated January 26, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, as trustee ("Continental"), pur 3. The Adjournment Proposal - to approve For For Management the adjournment of the Special Meeting from time to time to solicit additional proxies in favor of the Charter Amendment Proposal or the Trust Amendment Proposal or if otherwise determined by the chairperson of the Sp -------------------------------------------------------------------------------- CLIMATE REAL IMPACT SOL II ACQ CORP Ticker: CLIMU Security ID: 187171202 Meeting Date: DEC 08, 2022 Meeting Type: Special Record Date: NOV 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal - to For For Management approve the adoption of an amendment (the "Amendment") to the Company's Amended and Restated Certificate of Incorporation (the "Charter") as set forth in Annex A of the accompanying proxy statement to, among other thing 2. The Trust Amendment Proposal - to For For Management approve an amendment to the Investment Management Trust Agreement, dated January 26, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, as trustee ("Continental"), pur 3. The Adjournment Proposal - to approve For For Management the adjournment of the Special Meeting from time to time to solicit additional proxies in favor of the Charter Amendment Proposal or the Trust Amendment Proposal or if otherwise determined by the chairperson of the Sp -------------------------------------------------------------------------------- COHN ROBBINS HOLDINGS CORP. Ticker: CRHC Security ID: G23726105 Meeting Date: SEP 07, 2022 Meeting Type: Special Record Date: AUG 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Business Combination Proposal - A For For Management proposal to approve, as a special resolution, and adopt by the Business Combination Agreement, dated as of January 20, 2022 (as it may be amended, supplemented or otherwise modified from time to time, the "Business Combin 2. Adjournment Proposal - A proposal to For For Management approve, as an ordinary resolution, to adjourn Extraordinary General Meeting to a later date or dates to the extent reasonable (i) to ensure that any supplement or amendment to the proxy statement/prospectus is provide -------------------------------------------------------------------------------- COHN ROBBINS HOLDINGS CORP. Ticker: CRHC Security ID: G23726105 Meeting Date: SEP 07, 2022 Meeting Type: Special Record Date: JUL 11, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - As a special For For Management resolution, to amend CRHC's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statement to e 2. The Adjournment Proposal - As an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes -------------------------------------------------------------------------------- COLICITY INC. Ticker: COLI Security ID: 194170106 Meeting Date: DEC 20, 2022 Meeting Type: Special Record Date: NOV 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal: To For For Management approve the adoption of an amendment to the Company's Charter to, among other things, change the date by which the Company must cease all operations to the later of (x) December 20, 2022 or (y) the date of effectiveness 2. The Trust Amendment Proposal - To For For Management approve an amendment to the Trust Agreement for the Company's public shareholders to effectively change the date on which the trustee must commence liquidation of the trust account to the later of (x) December 20, 2022 or 3. Adjournment Proposal: A proposal to For For Management approve the adjournment of the Special Meeting from time to time to solicit additional proxies in favor of the Charter Amendment Proposal or the Trust Amendment Proposal or if otherwise determined by the chairperson of -------------------------------------------------------------------------------- COLICITY INC. Ticker: COLIU Security ID: 194170205 Meeting Date: DEC 20, 2022 Meeting Type: Special Record Date: NOV 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal: To For For Management approve the adoption of an amendment to the Company's Charter to, among other things, change the date by which the Company must cease all operations to the later of (x) December 20, 2022 or (y) the date of effectiveness 2. The Trust Amendment Proposal - To For For Management approve an amendment to the Trust Agreement for the Company's public shareholders to effectively change the date on which the trustee must commence liquidation of the trust account to the later of (x) December 20, 2022 or 3. Adjournment Proposal: A proposal to For For Management approve the adjournment of the Special Meeting from time to time to solicit additional proxies in favor of the Charter Amendment Proposal or the Trust Amendment Proposal or if otherwise determined by the chairperson of -------------------------------------------------------------------------------- COLISEUM ACQUISITION CORP. Ticker: MITA Security ID: G2263T123 Meeting Date: JUN 22, 2023 Meeting Type: Special Record Date: MAY 25, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) Extension Amendment Proposal - To For For Management approve, as a special resolution, an amendment to Coliseum's Amended and Restated Memorandum of Association and Articles of Association (as may be amended from time to time, together, the "Articles of Association") as pro 2) NTA Requirement Amendment Proposal - For For Management To approve, as a special resolution, as provided in the second resolution in the form set forth in Annex A to the accompanying proxy statement, an amendment to the Articles of Association to remove the net tangible ass 3) To approve, as a special resolution, For For Management as provided in the third resolution in the form set forth in Annex A to the accompanying proxy statement, an amendment to the Articles of Association to provide for the right of a holder of the Company's Class B ordina 4) Adjournment Proposal - To approve, as For For Management an ordinary resolution, the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of -------------------------------------------------------------------------------- COMPUTE HEALTH ACQUISITION CORP. Ticker: CPUH Security ID: 204833107 Meeting Date: DEC 02, 2022 Meeting Type: Special Record Date: NOV 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - To amend the For For Management Company's Amended and Restated Certificate of Incorporation (the "Charter"), pursuant to an amendment to the Charter in the form set forth in paragraphs one, four and seven of Annex A of the accompanying proxy stateme 2. The Redemption Limitation Proposal - For For Management To amend the Charter, pursuant to an amendment to the Charter in the form set forth in paragraphs two, three, five, six and seven of Annex A of the accompanying proxy statement, to eliminate from the Charter the limita 3. The Adjournment Proposal - To approve For For Management the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, th -------------------------------------------------------------------------------- COMPUTER SERVICES, INC. Ticker: CSVI Security ID: 20539A105 Meeting Date: NOV 09, 2022 Meeting Type: Special Record Date: SEP 30, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To consider and vote on the proposal For For Management to approve the Agreement and Plan of Merger, dated as of August 20, 2022, (the "Merger Agreement"), by and among Catalyst Top Parent, Inc., a Delaware corporation ("Parent"), Catalyst Merger Sub, Inc., a Kentucky corpo 2. To consider and vote on any proposal For For Management to adjourn the Special Meeting to a later date or dates if necessary or appropriate to solicit additional proxies if there are insufficient votes to approve the Merger Agreement at the time of the Special Meeting. -------------------------------------------------------------------------------- CONCORD ACQUISITION CORP III Ticker: CNDB Security ID: 20607V106 Meeting Date: MAY 04, 2023 Meeting Type: Special Record Date: APR 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment - To amend For For Management Concord III's Amended and Restated Certificate of Incorporation to extend the date by which the Company has to consummate a business combination (the "Extension") from May 8, 2023 (the "Termination Date") to November 8, 20 2. Adjournment of the Meeting - To direct For For Management the chairman of the special meeting To direct the chairman of the special meeting to adjourn the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based up -------------------------------------------------------------------------------- CONSTELLATION ACQUISITION CORP I Ticker: CSTA Security ID: G2R18K105 Meeting Date: JAN 27, 2023 Meeting Type: Special Record Date: DEC 27, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution that subject to the approval of Proposal No. 2 - the Insider Letter Amendment Proposal: a) Article 49.7 of Constellation's Amended and Restated Memorandum and Articles of Association be 2. Insider Letter Amendment Proposal - For For Management RESOLVED, as an ordinary resolution (subject to the approval of Proposal No. 1 - the Extension Amendment Proposal), that the amendment to the Letter Agreement, dated January 26, 2021, by and among Constellation Sponsor 3. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of -------------------------------------------------------------------------------- CONX CORP. Ticker: CONX Security ID: 212873103 Meeting Date: OCT 31, 2022 Meeting Type: Special Record Date: SEP 27, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Amend the Company's Amended and For For Management Restated Articles of Incorporation to extend the date by which the Company has to consummate a business combination from November 3, 2022 to June 3, 2023 (or such earlier date as determined by the board of directors). 2. Adjourn the Special Meeting to a later For For Management date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1. -------------------------------------------------------------------------------- CORNER GROWTH ACQUISITION CORP. Ticker: COOLU Security ID: G2425N121 Meeting Date: DEC 20, 2022 Meeting Type: Special Record Date: NOV 11, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Proposal - Amend the For For Management Company's amended and restated memorandum and articles of association to (i) extend the date that the Company has to consummate a business combination from December 21, 2022 to June 21, 2023 (the "Extended Date"), or such ea 2. Trust Amendment Proposal - Amend the For For Management Company's Investment Trust Management Agreement, dated as of December 16, 2020 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, a New York limited purpose trust compan 3. Adjournment Proposal - Adjourn the For For Management Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval o -------------------------------------------------------------------------------- COUPA SOFTWARE INCORPORATED Ticker: COUP Security ID: 22266L106 Meeting Date: FEB 23, 2023 Meeting Type: Special Record Date: JAN 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of December 11, 2022 (the "merger agreement"), by and among Coupa Software Incorporated, Coupa Holdings. LLC (f/k/a Project CS Parent, LLC), and Project CS Merger Sub, Inc. 2. To approve, by advisory (non-binding) For For Management vote, the compensation that may be paid or become payable to the Company's named executive officers in connection with the consummation of the merger. 3. To approve any adjournment of the For For Management special meeting for the purpose of soliciting additional proxies if there are insufficient votes at the special meeting to adopt the merger agreement. -------------------------------------------------------------------------------- COVA ACQUISITION CORP. Ticker: COVA Security ID: G2554Y104 Meeting Date: DEC 14, 2022 Meeting Type: Special Record Date: NOV 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - to For For Management consider and vote upon, as an ordinary resolution, a proposal to approve and authorize the Agreement and Plan of Merger, dated as of May 26, 2022 by and among COVA Acquisition Corp., a Cayman Islands exempted company 2. The Merger Proposal - to consider and For For Management vote upon, as a special resolution, a proposal to approve and authorize the First Merger and the First Plan of Merger, substantially in the form attached to the proxy statement/prospectus as Annex C. 3. The Adjournment Proposal - to consider For For Management and vote upon, as an ordinary resolution, a proposal to adjourn the extraordinary general meeting to a later date or dates to be determined by the chairman of the extraordinary general meeting, if necessary, to permi -------------------------------------------------------------------------------- COVETRUS, INC. Ticker: CVET Security ID: 22304C100 Meeting Date: OCT 11, 2022 Meeting Type: Special Record Date: SEP 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of May 24, 2022 (as the same may be amended from time to time, the "Merger Agreement"), by and among Covetrus, Inc., a Delaware corporation, Corgi Bidco, Inc., a Delaware corporation ("Parent"), and Corg 2. To approve, by a non-binding advisory For For Management vote, the compensation that may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the Transactions, including the Merger. 3. To adjourn the special meeting to a For For Management later date or time if necessary or appropriate and for a minimum period of time reasonable under the circumstances, to ensure that any necessary supplement or amendment to the accompanying proxy statement is provided to -------------------------------------------------------------------------------- COWEN INC. Ticker: COWN Security ID: 223622606 Meeting Date: NOV 15, 2022 Meeting Type: Special Record Date: SEP 29, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of August 1, 2022, by and among Cowen Inc., The Toronto- Dominion Bank and Crimson Holdings Acquisition Co., as it may be amended from time to time (the "Merger Agreement"). 2. To approve, on an advisory For For Management (non-binding) basis, the compensation that may be paid or become payable to Cowen Inc.'s named executive officers that is based on or otherwise related to the Merger Agreement and the transactions contemplated by the Merger Agre 3. To adjourn the special meeting of For For Management stockholders of Cowen Inc. (the "Special Meeting"), if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. -------------------------------------------------------------------------------- CRESCERA CAPITAL ACQUISITION CORP Ticker: CREC Security ID: G26507106 Meeting Date: MAY 16, 2023 Meeting Type: Special Record Date: APR 19, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal -To For For Management amend, by way of special resolution, CCAP's Articles to extend the date (the "Termination Date") by which CCAP has to consummate a Business Combination (the "Extension Amendment") from May 23, 2023 (the date which is 1 2. The Redemption Limitation Amendment For For Management Proposal - To amend, by way of special resolution, the Company's Articles, as provided by the second resolution in the form set forth in Annex A to the accompanying proxy statement (the "Redemption Limitation Amendment" 3. The Founder Conversion Amendment For For Management Proposal - To amend, by way of special resolution, the Company's Articles, as provided by the third resolution in the form set forth in Annex A to the accompanying proxy statement (the "Founder Conversion Amendment" and su 4. The Adjournment Proposal - To adjourn, For For Management by way of ordinary resolution, the Shareholder Meeting to a later date or dates, if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Shareholder M -------------------------------------------------------------------------------- CROWN PROPTECH ACQUISITIONS Ticker: CPTK Security ID: G25741102 Meeting Date: FEB 09, 2023 Meeting Type: Special Record Date: JAN 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - As a special For For Management resolution, that the Second Amended and Restated Memorandum and Articles of Association of Crown PropTech Acquisitions, in the form attached to the proxy statement as Annex A, be adopted immediately by the deletion in 2. The Adjournment Proposal - As an For For Management ordinary resolution, that the adjournment of the extraordinary general meeting to a time and place to be confirmed by the chairman of the extraordinary general meeting be ratified, approved and confirmed in all respects. -------------------------------------------------------------------------------- CRUCIBLE ACQUISITION CORPORATION Ticker: CRU Security ID: 22877P108 Meeting Date: NOV 28, 2022 Meeting Type: Special Record Date: OCT 03, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The First Amendment Proposal - to For For Management amend the Company's Amended and Restated Certificate of Incorporation (the "Charter" paragraphs three, five and eight) pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy sta 2. The Second Amendment Proposal - to For For Management amend the Company's Charter pursuant to an amendment to the Charter in paragraphs four, six, seven and nine of the form set forth in Annex A of the accompanying proxy statement to eliminate from the Charter the limitatio 3. The Adjournment Proposal - to approve For For Management the adjournment of the Special Meeting from time to time to solicit additional proxies in favor of the other proposal or if otherwise determined by the chairperson of the Special Meeting to be necessary or appropriate -------------------------------------------------------------------------------- D&Z MEDIA ACQUISITION CORP. Ticker: DNZ Security ID: 23305Q106 Meeting Date: DEC 19, 2022 Meeting Type: Special Record Date: NOV 03, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal: To For For Management amend the Company's amended and restated certificate of incorporation, in the form set forth as Annex A to the accompanying proxy statement, to extend the date by which the Company must consummate an initial business com 2. The Trust Amendment Proposal: To amend For For Management the Investment Management Trust Agreement, dated as of January 25, 2021, by and between the Company and Continental Stock Transfer & Trust Company, in the form set forth as Annex B to the accompanying proxy statement 3.1 To re-elect director to the Board, For For Management with each such director to serve until the third annual meeting of stockholders following the Special Meeting or until his successor is elected and qualified: Scott Kurnit 3.2 To re-elect director to the Board, For For Management with each such director to serve until the third annual meeting of stockholders following the Special Meeting or until his successor is elected and qualified: David Panton 4. The Auditor Ratification Proposal - To For For Management ratify the selection by the Company's audit committee of Marcum LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022. 5. The Adjournment Proposal - To direct For For Management the chairman of the Special Meeting to adjourn the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special -------------------------------------------------------------------------------- D&Z MEDIA ACQUISITION CORP. Ticker: DNZU Security ID: 23305Q205 Meeting Date: DEC 19, 2022 Meeting Type: Special Record Date: NOV 03, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal: To For For Management amend the Company's amended and restated certificate of incorporation, in the form set forth as Annex A to the accompanying proxy statement, to extend the date by which the Company must consummate an initial business com 2. The Trust Amendment Proposal: To amend For For Management the Investment Management Trust Agreement, dated as of January 25, 2021, by and between the Company and Continental Stock Transfer & Trust Company, in the form set forth as Annex B to the accompanying proxy statement 3.1 To re-elect director to the Board, For For Management with each such director to serve until the third annual meeting of stockholders following the Special Meeting or until his successor is elected and qualified: Scott Kurnit 3.2 To re-elect director to the Board, For For Management with each such director to serve until the third annual meeting of stockholders following the Special Meeting or until his successor is elected and qualified: David Panton 4. The Auditor Ratification Proposal - To For For Management ratify the selection by the Company's audit committee of Marcum LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022. 5. The Adjournment Proposal - To direct For For Management the chairman of the Special Meeting to adjourn the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special -------------------------------------------------------------------------------- DATA KNIGHTS ACQUISITION CORP. Ticker: DKDCA Security ID: 237699103 Meeting Date: NOV 11, 2022 Meeting Type: Special Record Date: OCT 24, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: IT IS For For Management RESOLVED, that subject to and conditional upon the trust account, which is governed by the investment management trust agreement entered into between the Company and Continental Stock Transfer & Trust Company on May 11, 2. Trust Amendment Proposal: IT IS For For Management RESOLVED THAT subject to and conditional upon the trust account, which is governed by Trust Agreement, having net tangible assets of at least US$5,000,001 as at the date of this resolution, the Trust Agreement be amended in 3. Adjournment Proposal: IT IS RESOLVED For For Management THAT, the adjournment of the Special Meeting to a later date or dates to permit further solicitation of proxies to be determined by the chairman of the Special Meeting be confirmed, adopted, approved and ratified in al -------------------------------------------------------------------------------- DECARBONIZATION PLUS ACQUISITION CORP IV Ticker: DCRD Security ID: G2773W103 Meeting Date: JAN 23, 2023 Meeting Type: Special Record Date: DEC 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Domestication Proposal - To For For Management approve, by Special Resolution (as defined in the accompanying proxy statement/prospectus), the transfer of DCRD by way of continuation from the Cayman Islands to the Province of Alberta, Canada in accordance with the amend 2. The Business Combination Proposal - To For For Management approve, by Special Resolution, the Business Combination Agreement, dated September 25, 2022 (as may be amended, supplemented or otherwise modified from time to time, the "Business Combination Agreement" and the tran 3A. The Authorized Capital Proposal - To For For Management approve on a non- binding advisory basis, by Ordinary Resolution, the provisions of the proposed New SPAC Closing Articles and the New SPAC Closing Bylaws which would change the authorized share capital from the existi 3B. The Declassification Proposal - To For For Management approve on a non- binding advisory basis, by Ordinary Resolution, the provisions of the proposed New SPAC Closing Articles and the New SPAC Closing Bylaws which would declassify the board of directors with the result bei 3C. The Quorum Proposal - To approve on a For For Management non-binding advisory basis, by Ordinary Resolution, the provisions of the proposed New SPAC Closing Articles and the New SPAC Closing Bylaws which would reduce the requisite quorum for a meeting of shareholders from ( 3D. The Other Matters Proposal - To For For Management approve on a non- binding advisory basis, by Ordinary Resolution, the omission of provisions in the proposed New SPAC Closing Articles and the New SPAC Closing Bylaws relating to the DCRD Class B Ordinary Shares, the DCRD I 4. The Extension Proposal - To approve, For For Management by Special Resolution, an extension of the Deadline Date (as defined in the accompanying proxy statement/prospectus) to March 13, 2023 to be effected by way of amendment and restatement of the DCRD Articles (the "Exten 5. The Adjournment Proposal - If put to For For Management DCRD Shareholders for a vote, a proposal to approve, by Ordinary Resolution, the adjournment of the extraordinary general meeting of DCRD to a later date or dates, if necessary or appropriate, to permit further solicit -------------------------------------------------------------------------------- DHC ACQUISITION CORP. Ticker: DHCA Security ID: G2758T109 Meeting Date: MAR 03, 2023 Meeting Type: Special Record Date: FEB 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - To For For Management amend the Memorandum and Articles of Association (our "Articles") to extend the initial date by which DHC Acquisition Corp must consummate a business combination from March 4, 2023 to December 4, 2023, subject to any addi 2. Adjournment - To adjourn the For For Management Shareholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies, if, based on the tabulated vote at the time of the Shareholder Meeting, there are insufficient Class A ordinary sh -------------------------------------------------------------------------------- DIAMONDHEAD HOLDINGS CORP. Ticker: DHHC Security ID: 25278L105 Meeting Date: JAN 25, 2023 Meeting Type: Special Record Date: NOV 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Amend the Company's Certificate of For For Management Incorporation to extend the date by which the Company has to consummate a business combination from January 28, 2023 to July 28, 2023 (or such earlier date as determined by the board of directors). 2. Adjourn the Special Meeting to a later For For Management date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1. -------------------------------------------------------------------------------- DIAMONDHEAD HOLDINGS CORP. Ticker: DHHC Security ID: 25278L105 Meeting Date: MAR 23, 2023 Meeting Type: Special Record Date: JAN 26, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - A For DNV Management proposal to (a) approve and adopt the Business Combination Agreement, dated as of September 10, 2022 (as it may be amended, supplemented or otherwise modified from time to time in accordance with its terms, the "Busin 2. The Charter Approval Proposal - A For DNV Management proposal to adopt the Amended and Restated Certificate of Incorporation of DHHC (the "Proposed Charter"), including the dual class structure providing for UHG Class A common stock, par value $0.0001 per share (the "UHG Cl 3. The Governance Proposal - A proposal For DNV Management to consider and vote upon, on a non-binding advisory basis, the material differences between the Proposed Charter and the Certificate of Incorporation of DHHC as separate proposals in accordance with SEC requirements ( 4..1 DIRECTOR-Michael Bayles For DNV Management 4..2 DIRECTOR-Eric S. Bland For DNV Management 4..3 DIRECTOR-James P. Clements For DNV Management 4..4 DIRECTOR-Michael Nieri For DNV Management 4..5 DIRECTOR-Robert Dozier For DNV Management 4..6 DIRECTOR-Alan Levine For DNV Management 4..7 DIRECTOR-Tom O'Grady For DNV Management 4..8 DIRECTOR-James Enoch For DNV Management 4..9 DIRECTOR-Nikki R. Haley For DNV Management 4..10 DIRECTOR-David T. Hamamoto For DNV Management 5. The Nasdaq Proposal - A proposal to For DNV Management approve, for purposes of complying with applicable Nasdaq listing rules: (i) the issuance of UHG Class A Common Shares, which will carry one vote per share, and UHG Class B Common Shares, which will carry two votes per 6. The Incentive Plan Proposal - A For DNV Management proposal to approve and adopt the United Homes Group, Inc. 2023 Equity Incentive Plan (as defined in the proxy statement/prospectus) (the "Incentive Plan Proposal"). 7. The Adjournment Proposal - A proposal For DNV Management to approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connecti -------------------------------------------------------------------------------- DIGITAL TRANSFORMATION OPP. CORP. Ticker: DTOC Security ID: 25401K107 Meeting Date: DEC 08, 2022 Meeting Type: Annual Record Date: NOV 02, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To re-elect the two (2) Class I For For Management directors, Jim Moffatt and Heather Zynczak, to the Company's Board of Directors (the "Board") to serve two-year terms until the 2024 annual meeting of stockholders or until their successors are duly elected and qualified (C 2. To ratify the appointment of Marcum For For Management LLP by the audit committee of the Board to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022. -------------------------------------------------------------------------------- DIGITAL TRANSFORMATION OPP. CORP. Ticker: DTOC Security ID: 25401K107 Meeting Date: MAR 02, 2023 Meeting Type: Special Record Date: JAN 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - A For For Management proposal to amend DTOC's Amended and Restated Certificate of Incorporation (the "Certificate of Incorporation") to extend the date that the Company has to consummate a business combination from March 12, 2023 to June 30, 2 2. Redemption Limitation Amendment For For Management Proposal - A proposal to approve an amendment to the Certificate of Incorporation currently in effect to eliminate from the Certificate of Incorporation the limitation that the Company may not redeem public shares to the ex 3. Trust Agreement Amendment Proposal - A For For Management proposal to amend DTOC's investment management trust agreement, dated as of March 9, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company (the "Trustee"), to (i) all 4. Adjournment Proposal - A proposal to For For Management adjourn the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are not sufficient vote -------------------------------------------------------------------------------- DISRUPTIVE ACQUISITION CORPORATION I Ticker: DISA Security ID: G2770Y102 Meeting Date: FEB 14, 2023 Meeting Type: Special Record Date: JAN 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - Amend For For Management the Company's amended and restated memorandum and articles of association to extend the date that the Company has to consummate a business combination from March 26, 2023 to March 26, 2024 or such earlier time that sha 2. Trust Amendment Proposal - Amend that For For Management certain investment management trust agreement, dated March 26, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as trustee ("Continental"), to change the date on which Continental must 3. Auditor Ratification Proposal - Ratify For For Management the appointment of Marcum LLP as the Company's independent registered public accounting firm for the fiscal year 2023. 5. Adjournment Proposal - Adjourn the For For Management Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval o -------------------------------------------------------------------------------- DP CAP ACQUISITION CORP. I Ticker: DPCS Security ID: G2R05B100 Meeting Date: MAY 10, 2023 Meeting Type: Special Record Date: APR 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal as a special For For Management resolution, to amend and restate the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amended and restated Charter in the form set forth in Annex A of the accompanying 2. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, to permit further solicitation and vote of proxies in the event that there are insu -------------------------------------------------------------------------------- DTRT HEALTH ACQUISITION CORP. Ticker: DTRT Security ID: 23344T103 Meeting Date: DEC 06, 2022 Meeting Type: Special Record Date: OCT 24, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend (the "Extension Amendment") For For Management the Company's Amended and Restated Certificate of Incorporation (our "charter") to extend the date by which the Company must consummate a business combination (the "Extension") from December 7, 2022 (the date which is 2. A proposal to approve the adjournment For For Management of the special meeting to a later date or dates, if necessary, to permit futher solicitation and vote of proxies in the event that there insufficient votes to approve the Extension Amendment Proposal or if we determin -------------------------------------------------------------------------------- EDIFY ACQUISITION CORP. Ticker: EAC Security ID: 28059Q103 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: DEC 06, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. EXTENSION AMENDMENT - To amend the For For Management Company's Amended and Restated Certificate of Incorporation to allow the Company to extend the date by which the Company must consummate a business combination (as defined below) (the "Extension"). 2. TERMINATION AMENDMENT - To amend the For For Management Investment Management Trust Agreement, dated January 14, 2021, by and between the Company and Continental Stock Transfer & Trust Company (the "Trustee"), to allow the Company to extend the date on which the Trustee mus 3. ADJOURNMENT - To approve the For For Management adjournment of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or the Tr -------------------------------------------------------------------------------- EG ACQUISITION CORP. Ticker: EGGF Security ID: 26846A100 Meeting Date: MAY 19, 2023 Meeting Type: Special Record Date: APR 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension of Corporate Life - Amend For For Management the A&R Charter to give the Company the right to extend the date that the Company has to consummate a business combination up to 5 times, initially from May 28, 2023 to August 28, 2023, and thereafter for additional one 2. Amend the Investment Management Trust For For Management Agreement, dated May 25, 2021, by the Company and Continental Stock Transfer & Trust Company, to give the Company the right to extend the date on which Continental must liquidate the Trust Account established in conne 3. Adjournment - Adjourn the Special For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 or Proposa -------------------------------------------------------------------------------- ENTERPRISE 4.0 TECHNOLOGY ACQUISITION Ticker: ENTF Security ID: G3137C106 Meeting Date: APR 20, 2023 Meeting Type: Special Record Date: MAR 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution, that the Amended and Restated Memorandum of Association and Articles of Association be amended in the form attached to the proxy statement as Annex A, with immediate effect, in order to 2) The Founder Share Amendment Proposal - For For Management RESOLVED, as a special resolution, that the Amended and Restated Memorandum of Association and Articles of Association be amended in the form attached to the proxy statement as Annex A, with immediate effect, in orde 3) The Auditor Ratification Proposal - For For Management RESOLVED, as an ordinary resolution, that the appointment of WithumSmith+Brown, PC as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2023 be ratified, approved a 4) The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the extraordinary general meeting in lieu of an annual general meeting to a later date or dates to be determined by the chairman of the extraordinary general meeting i -------------------------------------------------------------------------------- ENTERPRISE 4.0 TECHNOLOGY ACQUISITION Ticker: ENTFU Security ID: G3137C122 Meeting Date: APR 20, 2023 Meeting Type: Special Record Date: MAR 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution, that the Amended and Restated Memorandum of Association and Articles of Association be amended in the form attached to the proxy statement as Annex A, with immediate effect, in order to 2) The Founder Share Amendment Proposal - For For Management RESOLVED, as a special resolution, that the Amended and Restated Memorandum of Association and Articles of Association be amended in the form attached to the proxy statement as Annex A, with immediate effect, in orde 3) The Auditor Ratification Proposal - For For Management RESOLVED, as an ordinary resolution, that the appointment of WithumSmith+Brown, PC as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2023 be ratified, approved a 4) The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the extraordinary general meeting in lieu of an annual general meeting to a later date or dates to be determined by the chairman of the extraordinary general meeting i -------------------------------------------------------------------------------- ESGEN ACQUISITION CORPORATION Ticker: ESAC Security ID: G3R95N103 Meeting Date: JAN 18, 2023 Meeting Type: Special Record Date: DEC 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Proposal - By special For For Management resolution to amend the Company's amended and restated memorandum and articles of association to: (i) extend from January 22, 2023 to April 22, 2023 (which extension shall be accompanied by a payment from the Company's work 2. The Adjournment Proposal - By ordinary For For Management resolution to approve the adjournment of the General Meeting by the chairman thereof to a later date, if necessary, under certain circumstances, to solicit additional proxies for the purpose of approving the Extensio -------------------------------------------------------------------------------- ESGEN ACQUISITION CORPORATION Ticker: ESACU Security ID: G3R95N129 Meeting Date: JAN 18, 2023 Meeting Type: Special Record Date: DEC 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Proposal - By special For For Management resolution to amend the Company's amended and restated memorandum and articles of association to: (i) extend from January 22, 2023 to April 22, 2023 (which extension shall be accompanied by a payment from the Company's work 2. The Adjournment Proposal - By ordinary For For Management resolution to approve the adjournment of the General Meeting by the chairman thereof to a later date, if necessary, under certain circumstances, to solicit additional proxies for the purpose of approving the Extensio -------------------------------------------------------------------------------- EUCRATES BIOMEDICAL ACQUISITION CORP. Ticker: EUCR Security ID: G3141W106 Meeting Date: OCT 24, 2022 Meeting Type: Special Record Date: SEP 30, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Proposal: Amend Eucrates' For For Management Amended and Restated Memorandum and Articles of Association to extend the date that Eucrates must consummate a business combination to April 27, 2023 by amending the Amended and Restated Memorandum and Articles of Assoc 2..1 DIRECTOR-William I. Campbell For For Management 2..2 DIRECTOR-Nina Shapiro For For Management 3. Adjournment Proposal: To direct the For For Management chairman of the special meeting to adjourn the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the special meet -------------------------------------------------------------------------------- EURONAV NV Ticker: EURN Security ID: B38564108 Meeting Date: MAR 23, 2023 Meeting Type: Special Record Date: MAR 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a. The general meeting resolves to Against Against Management terminate the mandate of Mrs. Anne-Helene Monsellato as member of the Supervisory Board with immediate effect. 1b. The general meeting resolves to Against Against Management terminate the mandate of Mrs. Grace Reksten Skaugen as member of the Supervisory Board with immediate effect. 1c. The general meeting resolves to Against Against Management terminate the mandate of Mr. Steven Smith as member of the Supervisory Board with immediate effect. 1d. The general meeting resolves to Against Against Management terminate the mandate of Mrs. Anita Odedra as member of the Supervisory Board with immediate effect. 1e. The general meeting resolves to Against Against Management terminate the mandate of Mr. Carl Trowell as member of the Supervisory Board with immediate effect. 2a. The general meeting resolves to For For Management appoint Mr. Marc Saverys as non-independent member of the Supervisory Board, until and including the ordinary general meeting to be held in 2026. 2b. The general meeting resolves to For For Management appoint Mr. Patrick De Brabandere as non-independent member of the Supervisory Board until and including the ordinary general meeting to be held in 2026. 2c. The general meeting resolves to Against Against Management appoint Mrs. Julie De Nul as independent member of the Supervisory Board, until and including the ordinary general meeting to be held in 2026. 2d. The general meeting resolves to Against Against Management appoint Mrs. Catharina Scheers as independent member of the Supervisory Board, until and including the ordinary general meeting to be held in 2026. 2e. The general meeting resolves to Against Against Management appoint Mr. Patrick Molis as independent member of the Supervisory Board, until and including the ordinary general meeting to be held in 2026. 3a. The general meeting resolves to grant For For Management authority to Mrs. Sofie Lemlijn, Ms. Maxime Van der Weehe and Ms. Wendy De Mesmaecker to act alone with power to substitute, to fulfil all necessary formalities with the Crossroad Bank for Enterprises, counters for en 4a. The general meeting resolves to For For Management appoint Mr. John Fredriksen as non-independent member of the Supervisory Board, until and including the ordinary general meeting to be held in 2026. 4b. The general meeting resolves to For For Management appoint Mr. Cato H. Stonex as non-independent member of the Supervisory Board, until and including the ordinary general meeting to be held in 2026. 5. Miscellaneous. For For Management -------------------------------------------------------------------------------- EURONAV NV Ticker: EURN Security ID: B38564108 Meeting Date: MAR 23, 2023 Meeting Type: Special Record Date: FEB 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a. The general meeting resolves to Against Against Management terminate the mandate of Mrs. Anne-Helene Monsellato as member of the Supervisory Board with immediate effect. 1b. The general meeting resolves to Against Against Management terminate the mandate of Mrs. Grace Reksten Skaugen as member of the Supervisory Board with immediate effect. 1c. The general meeting resolves to Against Against Management terminate the mandate of Mr. Steven Smith as member of the Supervisory Board with immediate effect. 1d. The general meeting resolves to Against Against Management terminate the mandate of Mrs. Anita Odedra as member of the Supervisory Board with immediate effect. 1e. The general meeting resolves to Against Against Management terminate the mandate of Mr. Carl Trowell as member of the Supervisory Board with immediate effect. 2a. The general meeting resolves to For For Management appoint Mr. Marc Saverys as non-independent member of the Supervisory Board, until and including the ordinary general meeting to be held in 2026. 2b. The general meeting resolves to For For Management appoint Mr. Patrick De Brabandere as non-independent member of the Supervisory Board until and including the ordinary general meeting to be held in 2026. 2c. The general meeting resolves to Against Against Management appoint Mrs. Julie De Nul as independent member of the Supervisory Board, until and including the ordinary general meeting to be held in 2026. 2d. The general meeting resolves to Against Against Management appoint Mrs. Catharina Scheers as independent member of the Supervisory Board, until and including the ordinary general meeting to be held in 2026. 2e. The general meeting resolves to Against Against Management appoint Mr. Patrick Molis as independent member of the Supervisory Board, until and including the ordinary general meeting to be held in 2026. 3a. The general meeting resolves to grant For For Management authority to Mrs. Sofie Lemlijn, Ms. Maxime Van der Weehe and Ms. Wendy De Mesmaecker to act alone with power to substitute, to fulfil all necessary formalities with the Crossroad Bank for Enterprises, counters for en 4a. The general meeting resolves to For For Management appoint Mr. John Fredriksen as non-independent member of the Supervisory Board, until and including the ordinary general meeting to be held in 2026. 4b. The general meeting resolves to For For Management appoint Mr. Cato H. Stonex as non-independent member of the Supervisory Board, until and including the ordinary general meeting to be held in 2026. 5. Miscellaneous. For For Management -------------------------------------------------------------------------------- EVE MOBILITY ACQUISITION CORP. Ticker: EVE Security ID: G3218G109 Meeting Date: JUN 14, 2023 Meeting Type: Special Record Date: MAY 08, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - as a special For For Management resolution, to amend the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amendment to the Charter in the form set forth in Part 1 of Annex A of the accompanying pro 2. The Redemption Limitation Amendment For For Management Proposal - as a special resolution, to amend the Charter pursuant to an amendment to the Charter in the form set forth in Part 2 of Annex A of the accompanying proxy statement (the "Redemption Limitation Amendment" and 3. The Optional Conversion Amendment For For Management Proposal - as a special resolution, to amend the Charter pursuant to an amendment to the Charter in the form set forth in Part 3 of Annex A of the accompanying proxy statement to provide for the right of a holder of Class 4. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, to permit further solicitation and vote of proxies in the event that there are insu -------------------------------------------------------------------------------- EVO PAYMENTS, INC. Ticker: EVOP Security ID: 26927E104 Meeting Date: OCT 26, 2022 Meeting Type: Special Record Date: SEP 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of August 1, 2022, by and among EVO Payments, Inc., Global Payments Inc. and Falcon Merger Sub Inc., as it may be amended from time to time (the "Merger Agreement"). 2. To approve, on a non-binding, advisory For For Management basis, certain compensation that will or may become payable to EVO Payments, Inc.'s named executive officers in connection with the Merger. 3. To approve the adjournment of the For For Management Special Meeting ("Special Meeting") of stockholders of EVO Payments, Inc., from time to time, if necessary or appropriate (as determined by the Board of Directors or the chairperson of the meeting), including to solicit a -------------------------------------------------------------------------------- EXCELFIN ACQUISITION CORP Ticker: XFINU Security ID: 30069X201 Meeting Date: APR 13, 2023 Meeting Type: Special Record Date: MAR 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. THE EXTENSION AMENDMENT PROPOSAL - To For For Management amend the Company's amended and restated certificate of incorporation to extend the date by with the company must (1) effectuate a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or o 2. THE ADJOURNMENT PROPOSAL - To approve For For Management the adjournment of the Special Meeting to a later date or dates, if necessary (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are not -------------------------------------------------------------------------------- EXCELFIN ACQUISITION CORP Ticker: XFIN Security ID: 30069X102 Meeting Date: APR 13, 2023 Meeting Type: Special Record Date: MAR 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. THE EXTENSION AMENDMENT PROPOSAL - To For For Management amend the Company's amended and restated certificate of incorporation to extend the date by with the company must (1) effectuate a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or o 2. THE ADJOURNMENT PROPOSAL - To approve For For Management the adjournment of the Special Meeting to a later date or dates, if necessary (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are not -------------------------------------------------------------------------------- FAT PROJECTS ACQUISITION CORP. Ticker: FATP Security ID: G3400W102 Meeting Date: JAN 13, 2023 Meeting Type: Special Record Date: DEC 20, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: IT IS For For Management RESOLVED, that subject to and conditional upon the trust account, which is governed by the investment management trust agreement entered into between the Company and Continental Stock Transfer & Trust Company on October 2. Trust Amendment Proposal IT IS For For Management RESOLVED THAT subject to and conditional upon the trust account, which is governed by Trust Agreement, having net tangible assets of at least US$5,000,001 as at the date of this resolution, the Trust Agreement be amended in 3. Adjournment Proposal: IT IS RESOLVED For For Management THAT, the adjournment of the General Meeting to a later date or dates to permit further solicitation of proxies to be determined by the chairman of the General Meeting be confirmed, adopted, approved and ratified in al -------------------------------------------------------------------------------- FAT PROJECTS ACQUISITION CORP. Ticker: FATP Security ID: G3400W102 Meeting Date: APR 14, 2023 Meeting Type: Special Record Date: MAR 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: IT IS For For Management RESOLVED, that subject to conditional upon the trust account, which is governed by the investment management trust agreement entered into between the Company & Continental Stock Transfer & Trust Company on 10/12/2021 (t 2. Trust Amendment Proposal: IT IS For For Management RESOLVED THAT subject to and conditional upon the Trust Account, which is governed by Trust Agreement, having net tangible assets of at least US$5,000,001 as at the date of this resolution, the Trust Agreement be amended in 3. Adjournment Proposal IT IS RESOLVED For For Management THAT, the adjournment of the general meeting to a later date or dates to permit further solicitation of proxies to be determined by the chairman of the general meeting be confirmed, adopted, approved and ratified in all -------------------------------------------------------------------------------- FIFTH WALL ACQUISITION CORP III Ticker: FWAC Security ID: G34142102 Meeting Date: MAY 17, 2023 Meeting Type: Special Record Date: APR 24, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management Proposal to approve, as a special resolution, the amendment of the Company's amended and restated memorandum and articles of association (as may be amended from time to time, the "Articles") to extend the date by which t 2. The Redemption Limitation Amendment For For Management Proposal - Proposal to approve, as a special resolution, the amendment of the Articles to eliminate from the Articles the limitation that the Company shall not redeem public shares to the extent that such redemption wou 3. The Adjournment Proposal - Proposal to For For Management approve, as an ordinary resolution, the adjournment of the Extraordinary General Meeting to a later date or dates or indefinitely, if necessary or convenient, either (1) to permit further solicitation and vote of pro -------------------------------------------------------------------------------- FIGURE ACQUISITION CORP. I Ticker: FACA Security ID: 302438106 Meeting Date: DEC 16, 2022 Meeting Type: Special Record Date: NOV 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend the Company's Amended and For For Management Restated Certificate of Incorporation by adopting the second amended and restated certificate of incorporation in the form set forth in Annex A of the proxy statement to amend the date by which the Company must consummat 2. To amend the Investment Management For For Management Trust Agreement, dated February 18, 2021 (the Trust Agreement), by and between the Company and Continental Stock Transfer & Trust Company, as trustee (Continental), pursuant to an amendment to the Trust Agreement in the 3. To adjourn the Special Meeting to a For For Management later date or dates or sine die, if necessary, either (x) to permit further solicitation and vote of proxies if there are insufficient votes from the holders of Class A common stock and Class B common stock to approve t -------------------------------------------------------------------------------- FINNOVATE ACQUISITION CORP. Ticker: FNVT Security ID: G3R34K103 Meeting Date: MAY 08, 2023 Meeting Type: Special Record Date: APR 14, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To approve, by way of special For For Management resolution, an amendment to the Company's amended and restated memorandum and articles of association in the form set forth in Annex A of the accompanying proxy statement, to extend the date by which the Company would be perm 2. To approve, by way of special For For Management resolution, an amendment to the Company's amended and restated memorandum and articles of association in the form set forth in Annex B of the accompanying proxy statement to provide for the right of a holder of Class B ordina 3. Adjournment Proposal - A proposal to For For Management approve, by way of ordinary resolution, the adjournment of the Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or o -------------------------------------------------------------------------------- FINSERV ACQUISITION CORP. II Ticker: FSRX Security ID: 31809Y103 Meeting Date: FEB 20, 2023 Meeting Type: Special Record Date: JAN 20, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from February 22, 2023 to August 22, 2023 (or such earlier date as determi 2. Auditor Ratification Proposal: For For Management Ratification of the selection of WithumSmith+Brown, PC by the audit committee of the Company's board of directors to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022. 3. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 or Proposa -------------------------------------------------------------------------------- FIRST HORIZON CORPORATION Ticker: FHN Security ID: 320517105 Meeting Date: APR 25, 2023 Meeting Type: Annual Record Date: FEB 24, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: Harry V. Barton, Jr. 1b. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: John N. Casbon 1c. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: John C. Compton 1d. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: Wendy P. Davidson 1e. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: William H. Fenstermaker 1f. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: D. Bryan Jordan 1g. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: J. Michael Kemp, Sr. 1h. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: Rick E. Maples 1i. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: Vicki R. Palmer 1j. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: Colin V. Reed 1k. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: E. Stewart Shea, III 1l. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: Cecelia D. Stewart 1m. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: Rosa Sugranes 1n. Election of Director to serve until For For Management the 2024 Annual Meeting of Shareholders: R. Eugene Taylor 2. Ratification of appointment of KPMG For For Management LLP as auditors 3. Approval of an advisory resolution to For For Management approve executive compensation 4. Vote on an advisory resolution on the 1 Year 1 Year Management frequency (whether every year, every two years, or every three years) of future votes on an advisory resolution on executive compensation -------------------------------------------------------------------------------- FLAME ACQUISITION CORP. Ticker: FLME Security ID: 33850F108 Meeting Date: FEB 27, 2023 Meeting Type: Special Record Date: JAN 24, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend Flame's Amended and Restated For For Management Certificate of Incorporation (our "charter") to extend the date by which Flame must consummate a business combination (the "Extension") from March 1, 2023 (the date that is 24 months from the closing date of Flame's i 2. A proposal to approve the adjournment For For Management of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or if we det -------------------------------------------------------------------------------- FOCUS IMPACT ACQUISITION CORP. Ticker: FIAC Security ID: 34417L109 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 23, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Proposal No. 1 - Extension Amendment For For Management Proposal - To amend FIAC's amended and restated certificate of incorporation to extend the date by which FIAC has to consummate a business combination from May 1, 2023 to November 1, 2023 (the "Extension Amendment Prop 2. Adjournment Proposal - To adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient shares of -------------------------------------------------------------------------------- FOCUS IMPACT ACQUISITION CORP. Ticker: FIAC Security ID: 34417L109 Meeting Date: APR 25, 2023 Meeting Type: Special Record Date: MAR 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - To For For Management amend FIAC's amended and restated certificate of incorporation to extend the date by which FIAC has to consummate a business combination (the "Termination Date") from May 1, 2023 to August 1, 2023 (the "Charter Extension 2. Redemption Limit Amendment Proposal - For For Management To amend FIAC's amended and restated certificate of incorporation to eliminate the limitation that FIAC may not redeem public stock to the extent that such redemption would result in FIAC having net tangible assets of 3. Adjournment Proposal - To adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient share -------------------------------------------------------------------------------- FOREST ROAD ACQUISITION CORP. II Ticker: FRXB Security ID: 34619V103 Meeting Date: MAR 03, 2023 Meeting Type: Special Record Date: JAN 31, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Extension Amendment Proposal - Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from March 12, 2023 to December 12, 2023 or such earlier date as determin 2. Adjournment Proposal - Adjourn the For For Management Meeting to a later date if necessary, (i) to permit further solicitation and vote of proxies if, based upon tabulated vote at the time of Meeting, there are insufficient shares of Class A & B common stock (ii) if holders -------------------------------------------------------------------------------- FORTISTAR SUSTAINABLE SOLUTIONS CORP Ticker: FSSI Security ID: 34962M106 Meeting Date: DEC 02, 2022 Meeting Type: Special Record Date: OCT 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal - To For For Management amend the Company's Amended and Restated Certificate of Incorporation by adopting the second amended and restated certificate of incorporation in the form set forth in Annex A of the proxy statement (the "Second Amended 2. The Trust Amendment Proposal - To For For Management amend the Investment Management Trust Agreement, dated January 29, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, as trustee ("Continental"), pursuant to an amendm 3. The Adjournment Proposal - To adjourn For For Management the Special Meeting to a later date or dates or sine die, if necessary, either (x) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are ins -------------------------------------------------------------------------------- FORTRESS VALUE ACQUISITION CORP. III Ticker: FVTU Security ID: 34964G206 Meeting Date: NOV 22, 2022 Meeting Type: Special Record Date: OCT 27, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal - To amend For For Management the Company's Amended and Restated Certificate of Incorporation by adopting the second amended and restated certificate of incorporation in the form set forth in Annex A of the proxy statement to amend the date by whi 2. The Trust Amendment Proposal - To For For Management amend the Investment Management Trust Agreement, dated January 4, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, as trustee ("Continental"), pursuant to an amendme 3. The Adjournment Proposal - To adjourn For For Management the Special Meeting to a later date or dates or sine die, if necessary, either (x) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are ins -------------------------------------------------------------------------------- FORTRESS VALUE ACQUISITION CORP. III Ticker: FVT Security ID: 34964G107 Meeting Date: NOV 22, 2022 Meeting Type: Special Record Date: OCT 27, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal - To amend For For Management the Company's Amended and Restated Certificate of Incorporation by adopting the second amended and restated certificate of incorporation in the form set forth in Annex A of the proxy statement to amend the date by whi 2. The Trust Amendment Proposal - To For For Management amend the Investment Management Trust Agreement, dated January 4, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, as trustee ("Continental"), pursuant to an amendme 3. The Adjournment Proposal - To adjourn For For Management the Special Meeting to a later date or dates or sine die, if necessary, either (x) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are ins -------------------------------------------------------------------------------- FORTRESS VALUE ACQUISITION CORP. IV Ticker: FVIV Security ID: 34964K108 Meeting Date: NOV 22, 2022 Meeting Type: Special Record Date: OCT 27, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal - To amend For For Management the Company's Amended and Restated Certificate of Incorporation by adopting the second amended and restated certificate of incorporation in the form set forth in Annex A of the proxy statement to amend the date by whi 2. The Trust Amendment Proposal - To For For Management amend the Investment Management Trust Agreement, dated March 15, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, as trustee ("Continental"), pursuant to an amendmen 3. The Adjournment Proposal - To adjourn For For Management the Special Meeting to a later date or dates or sine die, if necessary, either (x) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are ins -------------------------------------------------------------------------------- FORUM MERGER IV CORPORATION Ticker: FMIV Security ID: 349875104 Meeting Date: MAR 07, 2023 Meeting Type: Special Record Date: FEB 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management amend (the "Extension Amendment") the Company's amended and restated certificate of incorporation (the "charter") to extend the date (the "completion window", and any extensions of that date pursuant to the Extension Ame 2..1 DIRECTOR-Neil Goldberg For For Management 2..2 DIRECTOR-Richard Katzman For For Management 2..3 DIRECTOR-Steven Berns For For Management 3. The Founder Share Amendment Proposal - For For Management amend (the "Founder Share Amendment") the charter to provide holders of Class B common stock, par value $0. 0001 per share of the Company ("founder shares" or "Class B Common Stock" and, collectively with the Class A 4. The Redemption Limitation Amendment For For Management Proposal - amend (the "Redemption Limitation Amendment") the charter to delete the limitation that the Company shall not redeem public shares that would cause the Company's net tangible assets to be less than $5,000,001 5. The Liquidation Amendment Proposal - For For Management amend (the "Liquidation Amendment") the charter to permit the Board, in its sole discretion, to elect to wind up the Company's operations on an earlier date than the Extended Date (including prior to the Current Outsid 6. The Adjournment Proposal - approve the For For Management adjournment of the special meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connect -------------------------------------------------------------------------------- FREEDOM ACQUISITION I CORP. Ticker: FACT Security ID: G3663X110 Meeting Date: FEB 28, 2023 Meeting Type: Special Record Date: JAN 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - Amend For For Management the Company's Amended and Restated Memorandum and Articles of Association to extend the date by which the Company must (i) consummate a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganiz 2. Trust Amendment Proposal - Amend the For For Management Investment Management Trust Agreement, dated February 25, 2021, by and between the Company and Continental Stock Transfer & Trust Company, to reflect the Extension. 3. Adjournment Proposal - Adjourn the For For Management Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval o -------------------------------------------------------------------------------- FRONTIER INVESTMENT CORP Ticker: FICV Security ID: G36816109 Meeting Date: JUN 29, 2023 Meeting Type: Special Record Date: MAY 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) To approve, as a special resolution, For For Management an amendment to FRONTIER's Amended and Restated Memorandum of Association and Articles of Association (as may be amended from time to time, together, the "Articles of Association") as provided by the first resolution i 2) Trust Agreement Amendment Proposal - For For Management To approve, as a special resolution, as provided in Annex B to the accompanying proxy statement, an amendment to FRONTIER's investment management trust agreement, dated as of July 6, 2021 (the "Trust Agreement"), by an 3) NTA Requirement Amendment Proposal - For For Management To approve, as a special resolution, as provided in the second resolution in the form set forth in Annex A to the accompanying proxy statement, an amendment to the Articles of Association to remove the net tangible ass 4) The Founder Share Amendment Proposal - For For Management To approve, as a special resolution, as provided in the third resolution in the form set forth in Annex A to the accompanying proxy statement, an amendment to Articles of Association to provide the right of a holder 5) The Adjournment Proposal - To approve, For For Management as an ordinary resolution, the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time -------------------------------------------------------------------------------- FTAC ATHENA ACQUISITION CORP. Ticker: FTAA Security ID: G37283101 Meeting Date: FEB 15, 2023 Meeting Type: Special Record Date: JAN 12, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - A For For Management special resolution to amend and restate Athena's Amended and Restated Memorandum and Articles of Association (the "Articles of Association") to give the Company the right to extend the date by which it has to consummate a 2. Trust Agreement Amendment Proposal - For For Management To amend Athena's investment management trust agreement, dated as of February 22, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company (the "Trustee"), to allow the Co 3. Adjournment Proposal - An ordinary For For Management resolution to adjourn the extraordinary general meeting in lieu of the annual general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote a -------------------------------------------------------------------------------- FTAC ZEUS ACQUISITION CORP. Ticker: ZING Security ID: 30320F106 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal - to For For Management approve the adoption of an amendment to the Company's Amended and Restated Certificate of Incorporation to provide the Company's Board of Directors with the right to accelerate the date by which the Company must cease a 2. The Trust Amendment Proposal - to For For Management approve the adoption of an amendment to the Investment Management Trust Agreement, dated November 18, 2021, by and between the Company and Continental Stock Transfer & Trust Company ("Continental"), to allow the trustee t 3. The Adjournment Proposal - to approve For For Management adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the ap -------------------------------------------------------------------------------- FTAC ZEUS ACQUISITION CORP. Ticker: ZINGU Security ID: 30320F205 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal - to For For Management approve the adoption of an amendment to the Company's Amended and Restated Certificate of Incorporation to provide the Company's Board of Directors with the right to accelerate the date by which the Company must cease a 2. The Trust Amendment Proposal - to For For Management approve the adoption of an amendment to the Investment Management Trust Agreement, dated November 18, 2021, by and between the Company and Continental Stock Transfer & Trust Company ("Continental"), to allow the trustee t 3. The Adjournment Proposal - to approve For For Management adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the ap -------------------------------------------------------------------------------- FUSION ACQUISITION CORP. II Ticker: FSNBU Security ID: 36118N201 Meeting Date: FEB 14, 2023 Meeting Type: Special Record Date: JAN 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend (the "Extension Amendment") For DNV Management Fusion Acquisition Corp. II's (the "Company," "we,"or "our") Second Amended and Restated Certificate of Incorporation (our "charter") to (i) extend the date by which the Company must consummate a business combination ( 2. To approve the adjournment of the For DNV Management special meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve, or otherwise in connection with, the oth -------------------------------------------------------------------------------- FUSION ACQUISITION CORP. II Ticker: FSNB Security ID: 36118N102 Meeting Date: FEB 14, 2023 Meeting Type: Special Record Date: JAN 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend (the "Extension Amendment") For DNV Management Fusion Acquisition Corp. II's (the "Company," "we,"or "our") Second Amended and Restated Certificate of Incorporation (our "charter") to (i) extend the date by which the Company must consummate a business combination ( 2. To approve the adjournment of the For DNV Management special meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve, or otherwise in connection with, the oth -------------------------------------------------------------------------------- FUSION ACQUISITION CORP. II Ticker: FSNB Security ID: 36118N102 Meeting Date: FEB 28, 2023 Meeting Type: Special Record Date: JAN 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend (the "Extension Amendment") For For Management Fusion Acquisition Corp. II's (the "Company," "we,"or "our") Second Amended and Restated Certificate of Incorporation (our "charter") to (i) extend the date by which the Company must consummate a business combination ( 2. To amend (the "Founder Share For For Management Amendment" and, together with the Extension Amendment, the "Charter Amendments") our charter to provide holders of Class B common stock, par value $0.0001 per share, of the Company ("founder shares" or "Class B Common Stock") 3. To approve the adjournment of the For For Management special meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve, or otherwise in connection with, the oth -------------------------------------------------------------------------------- FUSION ACQUISITION CORP. II Ticker: FSNBU Security ID: 36118N201 Meeting Date: FEB 28, 2023 Meeting Type: Special Record Date: JAN 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend (the "Extension Amendment") For For Management Fusion Acquisition Corp. II's (the "Company," "we,"or "our") Second Amended and Restated Certificate of Incorporation (our "charter") to (i) extend the date by which the Company must consummate a business combination ( 2. To amend (the "Founder Share For For Management Amendment" and, together with the Extension Amendment, the "Charter Amendments") our charter to provide holders of Class B common stock, par value $0.0001 per share, of the Company ("founder shares" or "Class B Common Stock") 3. To approve the adjournment of the For For Management special meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve, or otherwise in connection with, the oth -------------------------------------------------------------------------------- GAMES & ESPORTS EXPERIENCE ACQ CORP. Ticker: GEEX Security ID: G3731J119 Meeting Date: MAR 06, 2023 Meeting Type: Special Record Date: FEB 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - Amend For For Management the Company's amended and restated articles of association to: (A) extend the date by which the Company has to complete an initial business combination from March 7, 2023 to December 7, 2023, by electing to extend the 2. Adjournment Proposal - Approve the For For Management adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection w -------------------------------------------------------------------------------- GESHER I ACQUISITION CORP Ticker: GIAC Security ID: G38537109 Meeting Date: JAN 25, 2023 Meeting Type: Special Record Date: DEC 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - To For For Management approve and adopt, as an ordinary resolution pursuant to Cayman Islands law in the form set out under "Proposal One - The Business Combination Proposal - Resolution to be Voted Upon" in the accompanying proxy stateme 2. The Merger Proposal - To approve and For For Management adopt, as a special resolution pursuant to Cayman Islands law in the form set out under "Proposal Two - The Merger Proposal - Resolution to be Voted Upon" in the accompanying proxy statement/prospectus, the First Plan 3. The Charter Proposal - To approve and For For Management adopt, as a special resolution pursuant to Cayman Islands law in the form set out under "Proposal Three - The Charter Proposal - Resolution to be Voted Upon" in the accompanying proxy statement/prospectus, the Amended 4. The Adjournment Proposal - To consider For For Management and vote, as an ordinary resolution pursuant to Cayman Islands law in the form set out under "Proposal Four - The Adjournment Proposal - Resolution to be Voted Upon" in the accompanying proxy statement/ prospectus, u -------------------------------------------------------------------------------- GLASS HOUSES ACQUISITION CORP. Ticker: GLHA Security ID: 37714P103 Meeting Date: DEC 16, 2022 Meeting Type: Special Record Date: NOV 17, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Redemption Limit Elimination Proposal: For For Management To amend the Company's amended and restated certificate of incorporation (the "Certificate of Incorporation") to eliminate the requirement that the Company retain at least $5,000,001 of net tangible assets following 2. Early Termination Proposal: To amend For For Management the Certificate of Incorporation to change the date by which the Company must consummate a Business Combination from March 25, 2023 (the "Original Termination Date") to such other date as shall be determined by the boa 3. Adjournment Proposal: To adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient shares of -------------------------------------------------------------------------------- GLENFARNE MERGER CORP. Ticker: GGMC Security ID: 378579106 Meeting Date: DEC 12, 2022 Meeting Type: Special Record Date: NOV 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: To adopt For For Management an amendment to our amended and restated certificate of incorporation in the form attached to the accompanying proxy statement as Annex A to (i) change the date by which we must consummate our initial business combinat 2. Trust Amendment Proposal: To amend our For For Management investment management trust agreement, dated March 15, 2021, with Continental Stock Transfer & Trust Company, as trustee pursuant to an amendment in the form attached to the accompanying proxy statement as Annex B, t 3. Adjournment Proposal: To approve one For For Management or more adjournments of the meeting from time to time, if necessary or appropriate (as determined by our board of directors or the chairperson of the meeting), including to solicit additional proxies to vote in favor o -------------------------------------------------------------------------------- GLOBAL BLOOD THERAPEUTICS, INC. Ticker: GBT Security ID: 37890U108 Meeting Date: SEP 30, 2022 Meeting Type: Special Record Date: AUG 24, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of August 7, 2022, by and among Pfizer Inc., Ribeye Acquisition Corp. and Global Blood Therapeutics, Inc., as it may be amended from time to time (the "Merger Agreement"). 2. To approve, on an advisory For For Management (nonbinding) basis, the compensation that may be paid or become payable to Global Blood Therapeutics, Inc.'s named executive officers that is based on or otherwise related to the Merger Agreement and the transactions contemplate 3. To adjourn the special meeting of For For Management stockholders of Global Blood Therapeutics, Inc. (the "Special Meeting"), if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special -------------------------------------------------------------------------------- GLOBAL PARTNER ACQUISITION CORP II Ticker: GPAC Security ID: G3934P102 Meeting Date: JAN 11, 2023 Meeting Type: Special Record Date: DEC 16, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution that subject to the approval of Proposal No. 2 - the Insider Letter Amendment Proposal: a) Article 49.8 of Global Partner's Amended and Restated Memorandum and Articles of Association be 2. Insider Letter Amendment Proposal - For For Management RESOLVED, as an ordinary resolution (subject to the approval of Proposal No. 1 - the Extension Amendment Proposal), that the amendment to the Letter Agreement, dated January 11, 2021, by and among Global Partner Sponsor 3. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the -------------------------------------------------------------------------------- GLOBAL SPAC PARTNERS CO. Ticker: GLSPT Security ID: G3934K103 Meeting Date: JUL 13, 2022 Meeting Type: Special Record Date: JUN 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - A For For Management special resolution to approve and adopt the Business Combination Agreement, dated as of December 21, 2021, as amended and restated by the Amended and Restated Business Combination Agreement, dated as of May 18, 2022 ( 2a. The Charter Proposals - An ordinary For For Management resolution to approve and adopt the following material differences between Global's amended and restated memorandum and articles of association (the "Global Articles") and Gorilla's amended and restated memorandum and a 2b. The Charter Proposals - An ordinary For For Management resolution to approve and adopt the following material differences between Global's amended and restated memorandum and articles of association (the "Global Articles") and Gorilla's amended and restated memorandum and a 2c. The Charter Proposals - An ordinary For For Management resolution to approve and adopt the following material differences between Global's amended and restated memorandum and articles of association (the "Global Articles") and Gorilla's amended and restated memorandum and a 3. The Nasdaq Proposal - An ordinary For For Management resolution to consider and vote upon a proposal to approve, for purposes of complying with the applicable provisions of Nasdaq Rules 5635(a), (b) and (d), the issuance of up to five million (5,000,000) PIPE subunits (one 4. The Adjournment Proposal - An ordinary For For Management resolution to consider and vote upon a proposal to adjourn this extraordinary general meeting of Global to a later date or dates, if necessary, if the parties are not able to consummate the Business Combination. -------------------------------------------------------------------------------- GLOBAL TECHNOLOGY ACQUISITION CORP. I Ticker: GTAC Security ID: G3934N107 Meeting Date: APR 14, 2023 Meeting Type: Special Record Date: MAR 07, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - a proposal, For Against Management by special resolution, to amend and restate the Company's Amended and Restated Memorandum and Articles of Association pursuant to an amended and restated charter in the form set forth in Annex A of the accompanying pro 2. The Adjournment Proposal - a proposal, For Against Management by ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, to permit further solicitation and vote of proxies in the event that there -------------------------------------------------------------------------------- GOAL ACQUISITIONS CORP. Ticker: PUCK Security ID: 38021H107 Meeting Date: FEB 07, 2023 Meeting Type: Special Record Date: JAN 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal - A For For Management proposal to amend our amended and restated certificate of incorporation (the "Charter") to (a) extend the initial period of time by which we have to consummate an initial business combination to March 18, 2023, subject t 2. Trust Amendment Proposal - A proposal For For Management to amend the Trust Agreement pursuant to an amendment in the form set forth in Annex B of the accompanying proxy statement, to change the initial date on which Continental must commence liquidation of the Trust Accoun 3. The Adjournment Proposal - A proposal For For Management to approve one or more adjournments of the Special Meeting from time to time if requested by the chairman of the Special Meeting (the "Adjournment Proposal"). -------------------------------------------------------------------------------- GOGREEN INVESTMENTS CORPORATION Ticker: GOGN Security ID: G9461B101 Meeting Date: JUN 29, 2023 Meeting Type: Special Record Date: MAY 05, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal: To For For Management consider and vote upon, as an ordinary resolution, a proposal to approve and adopt the business combination described in the proxy statement/prospectus, which proposal shall include approval of each of (a) the merger 2. The Merger Proposal: To consider and For For Management vote upon, as a special resolution, a proposal to approve and authorize the Plan of Merger (made in accordance with the provisions of Section 233 of the Cayman Companies Act and included as Annex B to the proxy stateme 3. The Adjournment Proposal: To consider For For Management and vote upon, as an ordinary resolution, a proposal to adjourn the extraordinary general meeting to a later date or dates, to be determined by the chairman of the extraordinary general meeting, if necessary, to permi -------------------------------------------------------------------------------- GOLDEN ARROW MERGER CORP. Ticker: GAMC Security ID: 380799106 Meeting Date: MAR 15, 2023 Meeting Type: Special Record Date: FEB 07, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal - To For For Management amend (the "Charter Amendment") the Company's Amended and Restated Certificate of Incorporation to extend the date by which the Company has to consummate a business combination (the "Extension") for an additional nine m 2. The Trust Amendment Proposal - To For For Management amend the Investment Management Trust Agreement, dated as of March 16, 2021, by and between the Company and Continental Stock Transfer & Trust Company, to provide for the Extension to the Extended Date pursuant to the Cha 3. The Adjournment Proposal - To direct For For Management the chairman of the special meeting to adjourn the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the special -------------------------------------------------------------------------------- GOLDEN FALCON ACQUISITION CORP. Ticker: GFX Security ID: 38102H109 Meeting Date: DEC 16, 2022 Meeting Type: Special Record Date: NOV 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal: To For For Management amend our amended and restated certificate of incorporation, in the form set forth as Annex A to the accompanying proxy statement (the "Charter Amendment"), to extend the date by which the Company has to consummate a bus 2. The Trust Amendment Proposal: To amend For For Management the Investment Management Trust Agreement, dated as of December 17, 2020, by and between the Company and Continental Stock Transfer & Trust Company, in the form set forth as Annex B to the accompanying proxy statemen 3a. Re-election of Director: Isabelle For For Management Amiel Azoulai 3b. Re-election of Director: Mikael For For Management Breuer-Weil 4. Ratification of Selection of For For Management Independent Registered Public Accounting Firm: To ratify the selection by our Audit Committee of Marcum LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022. 5. The Adjournment Proposal: To direct For For Management the chairman of the Special Meeting to adjourn the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special -------------------------------------------------------------------------------- GORES HOLDINGS VII, INC. Ticker: GSEV Security ID: 38286T101 Meeting Date: DEC 15, 2022 Meeting Type: Special Record Date: NOV 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend the Company's Amended and For For Management Restated Certificate of Incorporation (the "Charter") by adopting an amendment to the Charter in the form set forth in Annex A of the proxy statement (the "Charter Amendment") to accelerate the date by which the Company 2. To amend the Investment Management For For Management Trust Agreement, dated February 25, 2021 (the "Trust Agreement"), by and between the Company and Computershare Trust Company, N.A., as trustee ("Computershare"), pursuant to an amendment to the Trust Agreement in the for 3. To allow the chairman of the Special For For Management Meeting to adjourn the Special Meeting to a later date or dates, if necessary, for the absence of a quorum, to solicit additional proxies from Company stockholders to approve the Charter Amendment Proposal and/or the T -------------------------------------------------------------------------------- GORES HOLDINGS VIII INC. Ticker: GIIX Security ID: 382863108 Meeting Date: DEC 29, 2022 Meeting Type: Special Record Date: DEC 13, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend the Company's Amended and For For Management Restated Certificate of Incorporation (the "Charter") by adopting an amendment to the Charter in the form set forth in Annex A of the proxy statement (the "Charter Amendment") to accelerate the date by which the Company 2. To amend the Investment Management For For Management Trust Agreement, dated March 1, 2021 (the "Trust Agreement"), by and between the Company and Computershare Trust Company, N.A., as trustee ("Computershare"), pursuant to an amendment to the Trust Agreement in the form se 3. To allow the chairman of the Special For For Management Meeting to adjourn the Special Meeting to a later date or dates, if necessary, for the absence of a quorum, to solicit additional proxies from Company stockholders to approve the Charter Amendment Proposal and/or the T -------------------------------------------------------------------------------- GORES TECHNOLOGY PARTNERS II, INC. Ticker: GTPB Security ID: 38287L107 Meeting Date: DEC 15, 2022 Meeting Type: Special Record Date: NOV 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend the Company's Amended and For For Management Restated Certificate of Incorporation (the "Charter") by adopting an amendment to the Charter in the form set forth in Annex A of the proxy statement (the "Charter Amendment") to accelerate the date by which the Company 2. To amend the Investment Management For For Management Trust Agreement, dated March 16, 2021 (the "Trust Agreement"), by and between the Company and Computershare Trust Company, N.A., as trustee ("Computershare"), pursuant to an amendment to the Trust Agreement in the form s 3. To allow the chairman of the Special For For Management Meeting to adjourn the Special Meeting to a later date or dates, if necessary, for the absence of a quorum, to solicit additional proxies from Company stockholders to approve the Charter Amendment Proposal and/or the T -------------------------------------------------------------------------------- GORES TECHNOLOGY PARTNERS, INC. Ticker: GTPA Security ID: 382870103 Meeting Date: DEC 15, 2022 Meeting Type: Special Record Date: NOV 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend the Company's Amended and For For Management Restated Certificate of Incorporation (the "Charter") by adopting an amendment to the Charter in the form set forth in Annex A of the proxy statement (the "Charter Amendment") to accelerate the date by which the Company 2. To amend the Investment Management For For Management Trust Agreement, dated March 16, 2021 (the "Trust Agreement"), by and between the Company and Computershare Trust Company, N.A., as trustee ("Computershare"), pursuant to an amendment to the Trust Agreement in the form s 3. To allow the chairman of the Special For For Management Meeting to adjourn the Special Meeting to a later date or dates, if necessary, for the absence of a quorum, to solicit additional proxies from Company stockholders to approve the Charter Amendment Proposal and/or the T -------------------------------------------------------------------------------- GRAF ACQUISITION CORP. IV Ticker: GFORU Security ID: 384272209 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: A For For Management proposal to amend the Company's amended and restated certificate of incorporation (the "Charter"), in the form set forth in Annex A to the accompanying Proxy Statement, to extend the date by which the Company must consummat 2. Non-Sponsor CFO Compensation Proposal: For For Management A proposal to approve the payment by the Company, directly or indirectly, of $16,667.00 per month base cash compensation, to the Company's Chief Financial Officer ("CFO"), who is not a member of the Sponsor (as defin 3. Health Care Benefits Proposal: A For For Management proposal to approve the payment by the Company, directly or indirectly, of up to $6,000.00 per month in aggregate for health care benefits to be provided to three of the Company's executive officers, the Chief Executive Of 4. Adjournment Proposal: A proposal to For For Management approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection wi -------------------------------------------------------------------------------- GROUP NINE ACQUISITION CORP. Ticker: GNAC Security ID: 39947R104 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Amendment Proposal - To amend the For For Management Company's Amended & Restated Certificate of Incorporation (the "Charter") in the form set forth in Annex A of the accompanying proxy statement to (A) amend the date by which the Company must either (i) consummate a me 2. The Adjournment Proposal - To approve For For Management the adjournment of the Special Meeting from time to time to solicit additional proxies in favor of the Amendment Proposal or if otherwise determined by the chairperson of the Special Meeting to be necessary or appropr -------------------------------------------------------------------------------- GSK PLC Ticker: GSK Security ID: 37733W105 Meeting Date: JUL 06, 2022 Meeting Type: Annual Record Date: MAY 27, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Demerger Resolution For For Management 2. Related Party Transactions Resolution For For Management -------------------------------------------------------------------------------- GSR II METEORA ACQUISITION CORP. Ticker: GSRM Security ID: 36263W105 Meeting Date: MAR 22, 2023 Meeting Type: Special Record Date: FEB 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - To For DNV Management consider and vote upon a proposal to (a) approve and adopt the Transaction Agreement, dated as of August 24, 2022 (the "Transaction Agreement"), by and among GSR II Meteora Sponsor LLC ("PubCo"), a Delaware limited l 2. The Charter Proposal - To consider and For DNV Management vote upon a proposal to approve and adopt the proposed second amended and restated certificate of incorporation ("Proposed Charter") of the combined post-business combination company (also referred to herein as "PubC 3a. Advisory Governance Proposal A - To For DNV Management authorize the change in the authorized capital stock of PubCo from 100,000,000 shares of Class A common stock, par value $0.0001 per share, 20,000,000 shares of Class B common stock, par value $0.0001 per share, and 1,0 3b. Advisory Governance Proposal B - To For DNV Management eliminate provisions specific to PubCo's status as a blank check company that will serve no purpose following the consummation of the business combination. 3c. Advisory Governance Proposal C - To For DNV Management declassify the board of directors of PubCo with the result being that each director will be elected annually for a term of one year. 3d. Advisory Governance Proposal D - To For DNV Management require the approval by affirmative vote of holders of at least 66 2/3% of the voting power of PubCo's then-outstanding shares of capital stock entitled to vote generally at an election of directors to make any amendmen 4. The Nasdaq Proposal - To consider and For DNV Management vote upon a proposal to approve the issuance of shares of common stock of PubCo in connection with the business combination pursuant to applicable Nasdaq Stock Market listing rules (the "Nasdaq Proposal"). 5. The Incentive Equity Plan Proposal - For DNV Management To consider and vote upon a proposal to approve and adopt the Bitcoin Depot Inc. 2023 Omnibus Incentive Plan in the form mutually agreed upon among BT OpCo, BT Assets and PubCo and attached to the accompanying proxy st 6. The Adjournment Proposal - To consider For DNV Management and vote upon a proposal to approve the adjournment of the special meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insuffi -------------------------------------------------------------------------------- GSR II METEORA ACQUISITION CORP. Ticker: GSRM Security ID: 36263W105 Meeting Date: MAY 25, 2023 Meeting Type: Special Record Date: APR 26, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - A For For Management proposal to amend PubCo's amended and restated certificate of incorporation (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A to the accompanying Proxy Statement (the "Extension A 2. Trust Amendment Proposal - A proposal For For Management to amend the Investment Management Trust Agreement, dated February 24, 2022, by and between PubCo and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as trustee ("Continental" and 3. The Adjournment Proposal - A proposal For For Management to adjourn the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are not sufficient -------------------------------------------------------------------------------- GSR II METEORA ACQUISITION CORP. Ticker: GSRM Security ID: 36263W105 Meeting Date: JUN 28, 2023 Meeting Type: Special Record Date: JUN 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - To For DNV Management consider and vote upon a proposal to (a) approve and adopt the Transaction Agreement, dated as of August 24, 2022, by and among PubCo, GSR II Meteora Sponsor LLC, a Delaware limited liability company ("Sponsor"), BT 2. The Charter Proposal - To consider and For DNV Management vote upon a proposal to approve and adopt the proposed second amended and restated certificate of incorporation ("Proposed Charter") of the combined post-business combination company (also referred to herein as "PubC 3A. Advisory Governance Proposal A - To For DNV Management authorize the change in the authorized capital stock of PubCo from 100,000,000 shares of Class A common stock, par value $0.0001 per share, 20,000,000 shares of Class B common stock, par value $0.0001 per share, and 1,0 3B. Advisory Governance Proposal B - To For DNV Management eliminate provisions specific to PubCo's status as a blank check company that will serve no purpose following the consummation of the business combination. 3C. Advisory Governance Proposal C - To For DNV Management declassify the board of directors of PubCo with the result being that each director will be elected annually for a term of one year. 3D. Advisory Governance Proposal D - To For DNV Management require the approval by affirmative vote of holders of at least 66 2/3% of the voting power of PubCo's then-outstanding shares of capital stock entitled to vote generally at an election of directors to make any amendmen 4. The Nasdaq Proposal - To consider and For DNV Management vote upon a proposal to approve the issuance of shares of common stock of Pub-Co in connection with the business combination pursuant to applicable Nasdaq Stock Market listing rules (the "Nasdaq Proposal"). 5. The Incentive Equity Plan Proposal - For DNV Management To consider and vote upon a proposal to approve and adopt the Bitcoin Depot Inc. 2023 Omnibus Incentive Plan in the form mutually agreed upon among BT OpCo, BT Assets and PubCo and attached to the accompanying proxy st 6. The Adjournment Proposal - To consider For DNV Management and vote upon a proposal to approve the adjournment of the special meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insuffi -------------------------------------------------------------------------------- GX ACQUISITION CORP. II Ticker: GXII Security ID: 36260F105 Meeting Date: DEC 28, 2022 Meeting Type: Annual Record Date: NOV 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Election of Class I Director to serve For For Management until the annual meeting of stockholders of the Company to be held in 2025 or until a successor is elected and qualified or his earlier resignation or removal: Hillel Weinberger 2. Auditor Ratification Proposal: For For Management Ratification of the selection of Marcum LLP by the audit committee of the Company's board of directors to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022. -------------------------------------------------------------------------------- GX ACQUISITION CORP. II Ticker: GXII Security ID: 36260F105 Meeting Date: MAR 15, 2023 Meeting Type: Special Record Date: JAN 24, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Business Combination Proposal - To For For Management consider and vote upon a proposal to approve and adopt the Business Combination Agreement, dated September 25, 2022 (as may be amended from time to time, the "Business Combination Agreement"), by and among GX, NioCor 2) The Charter Amendment Proposal - To For For Management consider and vote upon a proposal to approve the amendment to the current Amended and Restated Certificate of Incorporation of GX (the "GX Existing Charter"), as of immediately prior to the effective time of the First M 3) To approve the following material For For Management differences in the proposed updated Amended and Restated Certificate of Incorporation: a non-binding, advisory proposal to increase the number of authorized shares of GX Class A Shares and GX Founder Shares ("Proposal No. 4) To approve the following material For For Management differences in the proposed updated Amended and Restated Certificate of Incorporation: a non-binding, advisory proposal to increase the number of authorized shares of preferred stock of GX ("Proposal No. 4"). 5) To approve the following material For For Management differences in the proposed updated Amended and Restated Certificate of Incorporation: a non-binding, advisory proposal to declassify the board of directors from three classes to one class ("Proposal No. 5"). 6) To approve the following material For For Management differences in the proposed updated Amended and Restated Certificate of Incorporation: a non-binding, advisory proposal to provide for the election or removal of directors only upon the vote of holders of GX Class A Share 7) To approve the following material For For Management differences in the proposed updated Amended and Restated Certificate of Incorporation: a non-binding, advisory proposal to require the affirmative vote, approval or consent of the holders of a majority of the GX Founder S 8) To approve the following material For For Management differences in the proposed updated Amended and Restated Certificate of Incorporation: a non-binding, advisory proposal to eliminate certain provisions related to the consummation of an initial business combination that w 9) To approve the following material For For Management differences in the proposed updated Amended and Restated Certificate of Incorporation: a non-binding, advisory proposal, conditioned upon the approval of Proposals No. 3 through No. 8, to approve the GX Proposed Charter a 10) The Adjournment Proposal - To consider For For Management and vote upon a proposal to adjourn the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the special meeting, -------------------------------------------------------------------------------- GX ACQUISITION CORP. II Ticker: GXII Security ID: 36260F105 Meeting Date: MAR 20, 2023 Meeting Type: Special Record Date: JAN 24, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Approval of an amendment to the For For Management Company's Amended and Restated Certificate of Incorporation to extend the date by which the Company has to consummate a business combination (the "Extension") for an additional three months, from March 22, 2023 (the "Curren 2. Adjourn the special meeting to a later For For Management date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1. -------------------------------------------------------------------------------- HANGER, INC. Ticker: HNGR Security ID: 41043F208 Meeting Date: SEP 30, 2022 Meeting Type: Special Record Date: AUG 24, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt and approve the Agreement and For For Management Plan of Merger, dated July 21, 2022 (as it may be amended or restated from time to time, the "Merger Agreement"), by and among Hero Parent, Inc., Hero Merger Sub, Inc. and Hanger, Inc., and the transactions contempla 2. To approve the adjournment of the For For Management special meeting to a later date or dates if necessary to solicit additional proxies if there are insufficient votes to adopt and approve the Merger Agreement and the transactions contemplated thereby, including the merger 3. To approve, on a non-binding, advisory For For Management basis, certain compensation that will or may become payable by Hanger to its named executive officers in connection with the merger. -------------------------------------------------------------------------------- HCM ACQUISITION CORP. Ticker: HCMA Security ID: G4365A101 Meeting Date: DEC 20, 2022 Meeting Type: Special Record Date: NOV 23, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: A For For Management proposal by special resolution, to amend the Company's amended and restated memorandum and articles of association (our "Amended and Restated Memorandum and Articles of Association") to extend the date by which the Company 2. Trust Amendment Proposal: To approve, For For Management by the affirmative vote of at least sixty-five percent (65%) of the outstanding Class A Ordinary Shares and Class B Ordinary Shares, voting together as a single class, the amendment of the Investment Management Trust 3. Adjournment Proposal: To approve, by For For Management ordinary resolution, the adjournment of the Extraordinary Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the -------------------------------------------------------------------------------- HCM ACQUISITION CORP. Ticker: HCMA Security ID: G4365A101 Meeting Date: APR 19, 2023 Meeting Type: Special Record Date: MAR 22, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. A proposal by special resolution, to For For Management amend the Company's articles of association (our "Amended and Restated Memorandum and Articles of Association") to extend date by which the Company must consummate a business combination ("Extension") from April 25, 20 2. A proposal to approve by the For For Management affirmative vote of at least sixty- five percent (65%) of the outstanding Class A Ordinary Shares and Class B Ordinary Shares, voting together as a single class, the amendment of the Investment Management Trust Agreement, date 3. A proposal by ordinary resolution, to For For Management approve the adjournment of the Extraordinary Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Proposals o -------------------------------------------------------------------------------- HEALTHCARE AI ACQUISITION CORP Ticker: HAIA Security ID: G4373K109 Meeting Date: JUN 09, 2023 Meeting Type: Special Record Date: MAY 22, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - To For For Management approve, as a special resolution, an amendment to HEALTHCARE AI's Amended and Restated Memorandum of Association and Articles of Association (as may be amended from time to time, together, the "Articles of Association 2. The NTA Requirement Amendment Proposal For For Management - To approve, as a special resolution, as provided in the second resolution in the form set forth in Annex A to the accompanying proxy statement, an amendment to the Articles of Association to remove from the Article 3. The Founder Share Amendment Proposal - For For Management To approve, as a special resolution, as provided in the third resolution in the form set forth in Annex A to the accompanying proxy statement, an amendment to the Articles of Association to provide for the right of a 4. The Letter Agreement Amendment For For Management Proposal - To approve, as an ordinary resolution, an amendment to the Letter Agreement, to allow the holders of the Class B Ordinary Shares, to directly or indirectly, transfer their Class B Ordinary Shares to a third party 5. The Adjournment Proposal - To approve, For For Management as an ordinary resolution, the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, (i) to permit further solicitation there are not sufficient votes to approve the Extension Amend -------------------------------------------------------------------------------- HEALTHCARE TRUST OF AMERICA, INC. Ticker: HTA Security ID: 42225P501 Meeting Date: JUL 15, 2022 Meeting Type: Special Record Date: JUN 10, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Company Issuance Proposal. To approve For For Management the issuance of shares of class A common stock, $0.01 par value per share ("Company Common Stock"), of Healthcare Trust of America, Inc. (the "Company"), pursuant to the Agreement and Plan of Merger, dated as of Febru 2. Company Golden Parachute Proposal. To For For Management approve, in a non-binding advisory vote, the "golden parachute" compensation that may become vested and payable to the Company's named executive officers in connection with the Merger. 3. Company Adjournment Proposal. To For For Management approve one or more adjournments of the Company Special Meeting to another date, time, place, or format, if necessary or appropriate, including to solicit additional proxies in favor of the proposal to approve the issuance -------------------------------------------------------------------------------- HENNESSY CAPITAL INVESTMENT CORP V Ticker: HCIC Security ID: 42589T107 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 17, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from January 20, 2023 to July 20, 2023 (or such earlier date as determined 2. Auditor Ratification Proposal: For For Management Ratification of the selection of Withum by the audit committee of the Company's board of directors to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022. 3. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 or Proposa -------------------------------------------------------------------------------- HENNESSY CAPITAL INVESTMENT CORP V Ticker: HCICU Security ID: 42589T206 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 17, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from January 20, 2023 to July 20, 2023 (or such earlier date as determined 2. Auditor Ratification Proposal: For For Management Ratification of the selection of Withum by the audit committee of the Company's board of directors to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022. 3. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 or Proposa -------------------------------------------------------------------------------- HH&L ACQUISITION CO. Ticker: HHLA Security ID: G39714103 Meeting Date: FEB 07, 2023 Meeting Type: Special Record Date: JAN 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - To For For Management amend Articles 51.7 and 51.8 of the Second MAA, in the form set forth in Annex B attached to the accompany proxy statement, to extend the date by which the Company must (i) consummate a business combination, or (ii) cease 2. Trust Amendment Proposal - To approve For For Management the amendment of the Trust Agreement, in the form set forth in Annex C attached to the accompany proxy statement, to (i) reflect the Extension and (ii) allow the Company to maintain any remaining amount in its Trust A 3. Adjournment Proposal - To approve the For For Management adjournment of the Extraordinary Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Proposals or -------------------------------------------------------------------------------- HH&L ACQUISITION CO. Ticker: HHLA Security ID: G39714103 Meeting Date: MAY 09, 2023 Meeting Type: Special Record Date: APR 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: To amend For For Management Articles 51.7 and 51.8 of the Second MAA, in the form set forth in Annex A attached to the accompany proxy statement, to extend the date by which the Company must (i) consummate a business combination, or (ii) cease 2. Adjournment Proposal: As an ordinary For For Management resolution, to approve the adjournment of the Extraordinary Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve t -------------------------------------------------------------------------------- HOME PLATE ACQUISITION CORPORATION Ticker: HPLT Security ID: 43734R103 Meeting Date: MAR 30, 2023 Meeting Type: Special Record Date: MAR 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. A proposal to amend the Company's For For Management charter to extend the date by which the Company must consummate a business combination from April 4, 2023 (the date that is 18 months from the closing date of the Company's IPO) to October 4, 2023 (the date that is 24 mon 2. A proposal to amend the Trust For For Management Agreement, by and between the Company and the Trustee, allowing the Company to extend the Combination Period to the Extended Date. 3. A proposal to amend the Company's For For Management charter to provide holders of Class B common stock of the Company the right to convert any and all of their Class B common stock into Class A common stock of the Company on a one-for- one basis prior to the closing of a b 4. A proposal to approve the adjournment For For Management of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal, the Trust A -------------------------------------------------------------------------------- HORIZON ACQUISITION CORP. II Ticker: HZON Security ID: G46044106 Meeting Date: OCT 17, 2022 Meeting Type: Special Record Date: AUG 24, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1 Extension Amendment Proposal: To For For Management amend, by special resolution, the Amended and Restated Memorandum and Articles of Association to extend the date by which the Company has to consummate a Business Combination from October 22, 2022 to September 30, 2023 or 2 Adjournment Proposal: To, by ordinary For For Management resolution, adjourn the extraordinary general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in conn -------------------------------------------------------------------------------- HORIZON THERAPEUTICS PLC Ticker: Security ID: G46188111 Meeting Date: FEB 24, 2023 Meeting Type: Special Record Date: JAN 19, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. That the Scheme of Arrangement in its For For Management original form or with or subject to any modification(s), addition(s) or condition(s) approved or imposed by the Irish High Court be agreed to. -------------------------------------------------------------------------------- HORIZON THERAPEUTICS PLC Ticker: HZNP Security ID: G46188101 Meeting Date: FEB 24, 2023 Meeting Type: Special Record Date: JAN 19, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Ordinary Resolution to approve the For For Management Scheme of Arrangement and authorize the directors of Horizon to take all such actions as they consider necessary or appropriate for carrying the Scheme of Arrangement into effect. 2. Special Resolution to amend the For For Management articles of association of Horizon so that any Horizon Shares that are issued on or after the Voting Record Time to persons other than Acquirer Sub or its nominee(s) will either be subject to the terms of the Scheme of Arra 3. Ordinary Resolution to approve, on a For For Management non-binding, advisory basis, specified compensatory arrangements between Horizon and its named executive officers relating to the Transaction. 4. Ordinary Resolution to approve any For For Management motion by the Chairman to adjourn the EGM or any adjournments thereof, to solicit additional proxies in favor of the approval of the resolutions if there are insufficient votes at the time of the EGM to approve resolutio -------------------------------------------------------------------------------- HPX CORP. Ticker: HPX Security ID: G32219100 Meeting Date: JUL 14, 2022 Meeting Type: Special Record Date: JUN 16, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension of Corporate Life: Amend the For For Management Company's amended and restated memorandum and articles of association to extend the date that the Company has to consummate a business combination from July 20, 2022 to November 20, 2022. 2. Extension of Trust Agreement: Amend For For Management the Investment Management Trust Agreement, by and between the Company and Continental Stock Transfer & Trust Company, to extend the date on which Continental must liquidate the Trust Account established in connection wi 3. Adjournment: Adjourn the Extraordinary For For Management General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal -------------------------------------------------------------------------------- HSBC FUNDS Ticker: HTGXX Security ID: 44330V464 Meeting Date: FEB 27, 2023 Meeting Type: Special Record Date: JAN 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1..1 DIRECTOR-Marcia L. Beck For For Management 1..2 DIRECTOR-Susan C. Gause For For Management 1..3 DIRECTOR-Susan S. Huang For For Management 1..4 DIRECTOR-Hugh T. Hurley, III For For Management 1..5 DIRECTOR-Paul D. Dawe For For Management -------------------------------------------------------------------------------- IAA, INC. Ticker: IAA Security ID: 449253103 Meeting Date: MAR 14, 2023 Meeting Type: Special Record Date: JAN 25, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. IAA Merger Proposal: To adopt the For For Management Agreement and Plan of Merger and Reorganization, dated as of November 7, 2022 (as amended, the "merger agreement"), by and among Ritchie Bros. Auctioneers Incorporated, Ritchie Bros. Holdings Inc., Impala Merger Sub I, LL 2. IAA Compensation Proposal: To approve, For For Management on a non- binding advisory basis, the compensation that may be paid or become payable to named executive officers of IAA that is based on or otherwise relates to the merger agreement and the transactions contemplated 3. IAA Adjournment Proposal: To approve For For Management the adjournment of the IAA special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the IAA special meeting to approve the IAA merger proposal. -------------------------------------------------------------------------------- ICONIC SPORTS ACQUISITION CORP. Ticker: ICNC Security ID: G4712C107 Meeting Date: APR 20, 2023 Meeting Type: Special Record Date: APR 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution that: a) Article 169 of Iconic Sports' Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 169: "(a) In the 2. The Redemption Limitation Amendment For For Management Proposal - RESOLVED, as a special resolution that: a) Article 163(b) of Iconic Sports' Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 1 3. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of -------------------------------------------------------------------------------- INCEPTION GROWTH ACQUISITION LIMITED Ticker: IGTA Security ID: 45333D104 Meeting Date: MAR 13, 2023 Meeting Type: Annual Record Date: FEB 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. THE TRUST AMENDMENT PROPOSAL - For For Management APPROVAL OF AN AMENDMENT TO THE COMPANY'S INVESTMENT MANAGEMENT TRUST AGREEMENT, ("TRUST AGREEMENT"), BY AND BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY (THE "TRUSTEE"), TO PROVIDE THAT THE TIME FOR CO 2..1 DIRECTOR-Cheuk Hang Chow For For Management 2..2 DIRECTOR-Felix Yun Pun Wong For For Management 2..3 DIRECTOR-Michael Lawrence Coyne For For Management 2..4 DIRECTOR-Albert Chang For For Management 2..5 DIRECTOR-Yan Xu For For Management 3. THE ADJOURNMENT PROPOSAL - APPROVAL TO For For Management DIRECT THE CHAIRMAN OF THE ANNUAL GENERAL MEETING TO ADJOURN THE ANNUAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE AT THE TIME -------------------------------------------------------------------------------- INDUSTRIAL TECH ACQUISITIONS II, INC. Ticker: ITAQ Security ID: 45635R108 Meeting Date: APR 10, 2023 Meeting Type: Special Record Date: FEB 28, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from April 14, 2023 to December 14, 2023 (or such earlier date as determin 2. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1. -------------------------------------------------------------------------------- INFLECTION POINT ACQUISITION CORP. Ticker: IPAX Security ID: G47874121 Meeting Date: FEB 08, 2023 Meeting Type: Special Record Date: JAN 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - To For For Management consider and vote upon a proposal to approve, by ordinary resolution, the Business Combination Agreement, dated as of September 16, 2022 (as the same may be amended, the "Business Combination Agreement"), by and betw 2. The Domestication Proposal - To For For Management consider and vote upon a proposal to approve, by special resolution, a change in the corporate structure and domicile of Inflection Point, which will be accomplished by continuation of Inflection Point from an exempted comp 3. The Stock Issuance Proposal - To For For Management consider and vote upon a proposal to approve, by ordinary resolution, for purposes of complying with the applicable provisions of Nasdaq Listing Rules 5635(a) and (b), the issuance of New Intuitive Machines Common Stock an 4. Organizational Documents Proposal - To For For Management consider and vote upon a proposal to approve, by special resolution, the Proposed Certificate of Incorporation and the proposed new by-laws (the "Proposed By-Laws" and, together with the Proposed Certificate of Incor 5a. Advisory Organizational Documents For For Management Proposal 5A - Under the Proposed Organizational Documents, New Intuitive Machines would be authorized to issue (A) 500,000,000 shares of Class A common stock, par value $0. 0001 per share ("New Intuitive Machines Class A C 5b. Advisory Organizational Documents For For Management Proposal 5B - The Proposed Organizational Documents would authorize a multi-class common stock structure pursuant to which the holders of New Intuitive Machines Class A Common Stock and New Intuitive Machines Class B Comm 5c. Advisory Organizational Documents For For Management Proposal 5C - The Proposed Organizational Documents would adopt a provision providing that each outstanding share of New Intuitive Machines Class C Common Stock shall automatically convert into one share of New Intuitive 5d. Advisory Organizational Documents For For Management Proposal 5D - The Proposed Organizational Documents would adopt (a) Delaware as the exclusive forum for certain stockholder litigation and (b) the federal district courts of the United States of America as the exclusive f 5e. Advisory Organizational Documents For For Management Proposal 5E - The Proposed Certificate of Incorporation would require the affirmative vote of at least two-thirds of the total voting power of all then- outstanding shares of New Intuitive Machines to amend, alter, repeal 5f. Advisory Organizational Documents For For Management Proposal 5F - The Proposed Organizational Documents would permit the removal of a director only for cause and only by the affirmative vote of the holders of a majority of at least two-thirds of the total voting power of a 5g. Advisory Organizational Documents For For Management Proposal 5G - The Proposed Organizational Documents would provide that for so long as New Intuitive Machines qualifies as a controlled company under applicable Nasdaq rules, any action required or permitted to be taken by 6. The Incentive Plan Proposal - To For For Management consider and vote upon a proposal to approve, by ordinary resolution, the New Intuitive Machines Incentive Plan. We refer to this proposal as the "Incentive Plan Proposal." 7..1 DIRECTOR-Lt Gen William Liquori For For Management 7..2 DIRECTOR-Robert Masson For For Management 7..3 DIRECTOR-Michael Blitzer For For Management 7..4 DIRECTOR-Stephen Altemus For For Management 7..5 DIRECTOR-Dr. Kamal Ghaffarian For For Management 8. The Adjournment Proposal - To consider For For Management and vote upon a proposal to approve by ordinary resolution the adjournment of the extraordinary general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event -------------------------------------------------------------------------------- INNOVATIVE INTERNATIONAL ACQ CORP. Ticker: IOAC Security ID: G4809M109 Meeting Date: JAN 19, 2023 Meeting Type: Special Record Date: DEC 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - A For For Management special resolution to extend the date by which the Company must consummate an initial business combination up to six (6) times for an additional one (1) month each time from January 29, 2023 to July 29, 2023 by amendin 2. The Trust Agreement Amendment Proposal For For Management - An ordinary resolution to, with the approval of the affirmative vote of holders of at least 65% of the issued and outstanding ordinary shares of the Company, enter into the Amendment No. 1 to the Investment Managem 3. The Adjournment Proposal - An ordinary For For Management resolution to adjourn the extraordinary general meeting of shareholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the -------------------------------------------------------------------------------- INTEGRATED WELLNESS ACQUISITION CORP Ticker: WEL Security ID: G4828B100 Meeting Date: JUN 02, 2023 Meeting Type: Special Record Date: MAY 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - For For Management "RESOLVED, as a special resolution, that subject to and conditional upon the Trust Account having net tangible assets of at least US$5,000,001 as at the date of this special resolution and the approval of the Liquidation 2) The Liquidation Amendment Proposal - For For Management "RESOLVED, as a special resolution, that subject to and conditional upon the Trust Account having net tangible assets of at least US$5,000,001 as at the date of this special resolution and the approval of the Extension 3) The Adjournment Proposal - In a For For Management Temporary Adjournment Scenario: "RESOLVED, as an ordinary resolution, that the adjournment of the general meeting to a later date or dates to be determined by the chairman of the general meeting to permit further solicitati -------------------------------------------------------------------------------- INTERPRIVATE II ACQUISITION CORP. Ticker: IPVA Security ID: 46064Q108 Meeting Date: DEC 07, 2022 Meeting Type: Special Record Date: NOV 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1) The Business Combination Proposal - To For For Management approve and adopt the Agreement and Plan of Merger, dated as of May 11, 2022 (as it may be amended and/or restated from time to time, the "Merger Agreement"), by and among InterPrivate II, Getaround, Inc. ("Getaround 2) The Charter Amendment Proposal - To For For Management adopt the proposed amended and restated certificate of incorporation of InterPrivate II attached as Annex B to the proxy statement/prospectus (the "Proposed Certificate of Incorporation"). 3a) The Governance Proposal - To approve, For For Management on a non- binding advisory basis, the following nine separate governance sub-proposals relating to the following material differences between InterPrivate II's current amended and restated certificate of incorporation 3b) The Governance Proposal - To approve, For For Management on a non- binding advisory basis, the following nine separate governance sub-proposals relating to the following material differences between InterPrivate II's current amended and restated certificate of incorporation 3c) The Governance Proposal - To approve, For For Management on a non- binding advisory basis, the following nine separate governance sub-proposals relating to the following material differences between InterPrivate II's current amended and restated certificate of incorporation 3d) The Governance Proposal - To approve, For For Management on a non- binding advisory basis, the following nine separate governance sub-proposals relating to the following material differences between InterPrivate II's current amended and restated certificate of incorporation 3e) The Governance Proposal - To approve, For For Management on a non- binding advisory basis, the following nine separate governance sub-proposals relating to the following material differences between InterPrivate II's current amended and restated certificate of incorporation 3f) The Governance Proposal - To approve, For For Management on a non- binding advisory basis, the following nine separate governance sub-proposals relating to the following material differences between InterPrivate II's current amended and restated certificate of incorporation 3g) The Governance Proposal - To approve, For For Management on a non- binding advisory basis, the following nine separate governance sub-proposals relating to the following material differences between InterPrivate II's current amended and restated certificate of incorporation 3h) The Governance Proposal - To approve, For For Management on a non- binding advisory basis, the following nine separate governance sub-proposals relating to the following material differences between InterPrivate II's current amended and restated certificate of incorporation 3i) The Governance Proposal - To approve, For For Management on a non- binding advisory basis, the following nine separate governance sub-proposals relating to the following material differences between InterPrivate II's current amended and restated certificate of incorporation 4).1 DIRECTOR-Sam Zaid For For Management 4).2 DIRECTOR-Bruno Bowden For For Management 4).3 DIRECTOR-Ahmed M. Fattouh For For Management 4).4 DIRECTOR-Ravi Narula For For Management 4).5 DIRECTOR-Jeffrey Russakow For For Management 4).6 DIRECTOR-Neil S. Suslak For For Management 5) The Equity Incentive Plan Proposal - For For Management To approve and adopt the Getaround, Inc. 2022 Equity Incentive Plan established to be effective after the closing of the Business Combination. 6) The Employee Stock Purchase Plan For For Management Proposal - To approve and adopt the Getaround, Inc. 2022 Employee Stock Purchase Plan established to be effective after the closing of the Business Combination. 7) The NYSE Proposal - To approve, for For For Management purposes of complying with applicable listing rules of the New York Stock Exchange, the issuance of shares of Class A common stock to the Getaround equityholders in the Business Combination, the allocation of escrow sha 8) The Adjournment Proposal - To For For Management authorize the adjournment of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the special meeting, there are not s -------------------------------------------------------------------------------- INTERPRIVATE III FINANCIAL PARTNERS INC. Ticker: IPVF Security ID: 46064R106 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. A proposal to amend the Company's For For Management Amended and Restated Certificate of Incorporation (the "charter") to extend the date by which the Company must consummate a business combination (as defined below) (the "Extension") from March 9, 2023 (the date which is 2 2. A proposal to amend the Company's For For Management charter to permit the Company's board of directors (the Board, in its sole discretion, to elect to wind up the Company's operations on an earlier date than the Extended Date or Additional Extended Date, as applicable (inc 3. A proposal to approve the adjournment For For Management of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or if we det -------------------------------------------------------------------------------- INTERPRIVATE IV INFRATECH PARTNERS INC. Ticker: IPVI Security ID: 46064T102 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 23, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. A proposal to amend the Company's For For Management Amended and Restated Certificate of Incorporation (the "charter") to extend the date by which the Company must consummate a business combination (as defined below) (the "Extension") from March 9, 2023 (the date which is 2 2. A proposal to amend the Company's For For Management charter to permit the Company's board of directors (the Board, in its sole discretion, to elect to wind up the Company's operations on an earlier date than the Extended Date or Additional Extended Date, as applicable (inc 3. A proposal to approve the adjournment For For Management of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or if we det -------------------------------------------------------------------------------- INTERPRIVATE IV INFRATECH PARTNERS INC. Ticker: IPVIU Security ID: 46064T201 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 23, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. A proposal to amend the Company's For For Management Amended and Restated Certificate of Incorporation (the "charter") to extend the date by which the Company must consummate a business combination (as defined below) (the "Extension") from March 9, 2023 (the date which is 2 2. A proposal to amend the Company's For For Management charter to permit the Company's board of directors (the Board, in its sole discretion, to elect to wind up the Company's operations on an earlier date than the Extended Date or Additional Extended Date, as applicable (inc 3. A proposal to approve the adjournment For For Management of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or if we det -------------------------------------------------------------------------------- INVESTCORP EUROPE ACQUISITION CORP. I Ticker: IVCB Security ID: G4923T105 Meeting Date: MAR 14, 2023 Meeting Type: Special Record Date: FEB 22, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. THE EXTENSION AMENDMENT PROPOSAL - TO For For Management APPROVE, AS A SPECIAL RESOLUTION, THE AMENDMENT OF THE COMPANY'S AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION (THE "ARTICLES") TO EXTEND THE DATE BY WHICH THE COMPANY MUST (1) CONSUMMATE A MERGER, SHARE 2. THE EXTENSION AMENDMENT PROPOSAL - TO For For Management APPROVE, AS A SPECIAL RESOLUTION, THE AMENDMENT OF THE ARTICLES TO ELIMINATE FROM THE ARTICLES THE LIMITATION THAT THE COMPANY SHALL NOT REDEEM PUBLIC SHARES TO THE EXTENT THAT SUCH REDEMPTION WOULD CAUSE THE COMPANY' 3. THE ADJOURNMENT PROPOSAL - TO APPROVE, For For Management AS AN ORDINARY RESOLUTION, THE ADJOURNMENT OF THE EXTRAORDINARY GENERAL MEETING TO A LATER DATE OR DATES OR INDEFINITELY, IF NECESSARY OR CONVENIENT, EITHER (X) TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IN T -------------------------------------------------------------------------------- ION ACQUISITION CORP 3 LTD. Ticker: IACC Security ID: G4940J114 Meeting Date: NOV 17, 2022 Meeting Type: Special Record Date: OCT 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. RESOLVED, as a special resolution, For For Management that the existing amended and restated memorandum and articles of association of the Company be and are hereby replaced in their entirety with the new second amended and restated memorandum and articles of association in 2. RESOLVED, that, conditional upon the For For Management effectiveness of the second amended & restated memorandum and articles of association of the Company, the amendment to Investment Management Trust Agreement, dated 04/29/2021 ("Trust Agreement"), by & between the Compa 3. RESOLVED, as an ordinary resolution, For For Management that the adjournment of the extraordinary general meeting to a later time, date and place to be determined by the chairman of the extraordinary general meeting be and is hereby authorized and approved. -------------------------------------------------------------------------------- IRIS ACQUISITION CORP. Ticker: IRAAU Security ID: 89601Y200 Meeting Date: DEC 20, 2022 Meeting Type: Special Record Date: NOV 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. EXTENSION AMENDMENT - AMEND THE For For Management COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO EXTEND THE DATE BY WHICH THE COMPANY HAS TO CONSUMMATE A BUSINESS COMBINATION TO JUNE 9, 2023 OR SUCH EARLIER DATE AS DETERMINED BY THE BOARD OF DIRECTORS (SUBJ 2. ADJOURNMENT - ADJOURN THE SPECIAL For For Management MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IN THE EVENT THAT THERE ARE INSUFFICIENT VOTES FOR, OR OTHERWISE IN CONNECTION WITH, THE APPROVAL OF PROPOSAL 1. -------------------------------------------------------------------------------- IRIS ACQUISITION CORP. Ticker: IRAA Security ID: 89601Y101 Meeting Date: DEC 20, 2022 Meeting Type: Special Record Date: NOV 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. EXTENSION AMENDMENT - AMEND THE For For Management COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO EXTEND THE DATE BY WHICH THE COMPANY HAS TO CONSUMMATE A BUSINESS COMBINATION TO JUNE 9, 2023 OR SUCH EARLIER DATE AS DETERMINED BY THE BOARD OF DIRECTORS (SUBJ 2. ADJOURNMENT - ADJOURN THE SPECIAL For For Management MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IN THE EVENT THAT THERE ARE INSUFFICIENT VOTES FOR, OR OTHERWISE IN CONNECTION WITH, THE APPROVAL OF PROPOSAL 1. -------------------------------------------------------------------------------- ISLEWORTH HEALTHCARE ACQUISITION CORP. Ticker: ISLE Security ID: 46468P102 Meeting Date: AUG 26, 2022 Meeting Type: Special Record Date: JUL 29, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: A For For Management proposal to amend the Company's amended & restated certificate of incorporation to extend for an initial period from 9/1/22 to 12/1/22, and for up to three additional months at the election of the Company, ultimately until 2. Trust Amendment Proposal: A proposal For For Management to amend the Investment Management Trust Agreement, dated February 24, 2021, (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Company (the "Trustee"), pursuant to an amendment to the 3. Adjournment Proposal: A proposal to For For Management approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection wi -------------------------------------------------------------------------------- IX ACQUISITION CORP. Ticker: IXAQ Security ID: G5000D103 Meeting Date: APR 10, 2023 Meeting Type: Special Record Date: MAR 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Proposal - as a special For For Management resolution, to amend the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy stateme 2) The Redemption Limitation Amendment For For Management Proposal - as a special resolution, to amend the Charter pursuant to an amendment to the Charter in the form set forth in Annex B of the accompanying proxy statement to eliminate (i) the limitation that the Company may 3) The Founder Share Amendment Proposal - For For Management as a special resolution, to amend the Charter pursuant to an amendment to the Charter in the form set forth in Annex C of the accompanying proxy statement to provide for the right of a holder of the Company's Class B 4) The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, (i) to permit further solicitation and vote of proxies in the event that there are -------------------------------------------------------------------------------- JACK CREEK INVESTMENT CORP. Ticker: JCIC Security ID: G4989X115 Meeting Date: JAN 24, 2023 Meeting Type: Special Record Date: NOV 30, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - To For For Management amend, by way of special resolution, the Memorandum and Articles of Association to extend the date by which JCIC has to consummate a business combination (the "Charter Extension ") from January 26, 2023 (the "Termination 2. Director Election Proposal - Holders For For Management of the Class B ordinary shares, par value $0.0001 per share ("Class B Ordinary Shares") of JCIC will vote to appoint, by way of ordinary resolution of the Class B Ordinary Shares, Class I director Heather Hartnett to s 3. Adjournment Proposal - To adjourn the For For Management Shareholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Shareholder Meeting, there are insufficient Class A o -------------------------------------------------------------------------------- JACK CREEK INVESTMENT CORP. Ticker: JCIC Security ID: G4989X115 Meeting Date: JAN 24, 2023 Meeting Type: Special Record Date: NOV 30, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - To For For Management approve, by ordinary resolution, the Business Combination described in the accompanying proxy statement/prospectus, including (a) adopting the Agreement and Plan of Merger dated effective as of August 3, 2022 (the "M 2. The Merger Proposal - To approve, by For For Management special resolution, that (1) JCIC be authorized to merge with Wildfire Merger Sub II (the "Second Merger") so that JCIC be the surviving company (in accordance with the terms and subject to the conditions of the Merger 3. The Share Capital Proposal - To For For Management approve, by ordinary resolution, the alteration of the authorized share capital of JCIC from US$55,100 divided into 500,000,000 Class A ordinary shares of a par value of US$0.0001 each, 50,000,000 Class B Ordinary shares of 4. The Organizational Documents Proposal For For Management - To approve and adopt, by special resolution, that the Cayman Constitutional Documents currently in effect be amended and restated by the deletion in their entirety and the substitution in their place of the proposed 5. The Non-Binding Governance Proposals - For For Management To approve, by ordinary resolution and on a non-binding advisory basis, certain material differences between JCIC's Amended and Restated Memorandum and Articles of Association (as it may be amended from time to time, 5A. Change the Authorized Capital Stock - For For Management To approve and adopt provisions in the New Bridger Certificate of Incorporation to authorize 1,000,000,000 shares of New Bridger common stock and 10,000,000 shares of New Bridger preferred stock, par value $0.0001 per 5B. Change the Stockholder Vote Required For For Management to Amend the Bylaws - To approve and adopt provisions in the proposed bylaws of New Bridger (the "Proposed Bylaws") to require the affirmative vote of holders of at least 66 2/3%of the voting power of all then- outstan 5C. No Right to Call Special Meetings - To For For Management approve and adopt provisions in the Proposed Bylaws to stipulate that, unless required by law, special meetings of stockholders may only be called by (i) the board of New Bridger (the "New Bridger Board"), (ii) the C 5D. Action by Written Consent of the For For Management Stockholders - To approve and adopt provisions in the New Bridger Certificate of Incorporation to provide that any action required or permitted to be taken by the New Bridger stockholders may be effected at a duly called a 5E. Appointment and Removal of Directors - For For Management To approve and adopt provisions in the Proposed Bylaws such that (i) subject to the rights of the holders of any series of preferred stock of New Bridger to elect directors under specified circumstances, election of 5F. Delaware as Exclusive Forum - To For For Management approve and adopt provisions in the New Bridger Certificate of Incorporation to provide that, unless a majority of the New Bridger Board consents in writing to the selection of an alternative forum, the Court of Chancery o 5G. Business Combinations - To approve and For For Management adopt provisions in the New Bridger Certificate of Incorporation to provide a consent right to holders of New Bridger Series A preferred stock with respect to mergers, consolidations, sales of all or substantially al 5H. Limitation of Ownership by Non-Citizen For For Management - To approve and adopt provisions in the New Bridger Certificate of Incorporation to provide that in no event will a Non- Citizen, as defined in the New Bridger Certificate of Incorporation, be entitled to own (benef 6. The Incentive Plan Proposal - To For For Management approve and assume the Bridger Aerospace Group Holdings, Inc. 2022 Omnibus Incentive Plan and any grants or awards issued thereunder (the "Omnibus Incentive Plan"). A copy of the Omnibus Incentive Plan is attached to the p 7. The ESPP Proposal - To approve, by For For Management ordinary resolution, the Bridger Aerospace Group Holdings, Inc. 2022 Employee Stock Purchase Plan (the "ESPP"). A copy of the ESPP is attached to the proxy statement/prospectus as Annex J. 8. The Adjournment Proposal - To adjourn, For For Management by ordinary resolution, the extraordinary general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient shares represented to cons -------------------------------------------------------------------------------- JATT ACQUISITION CORP Ticker: JATT Security ID: G50752107 Meeting Date: JAN 12, 2023 Meeting Type: Special Record Date: NOV 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. THE EXTENSION AMENDMENT PROPOSAL: For For Management APPROVAL OF AN AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION, BY WAY OF SPECIAL RESOLUTION, TO EXTEND THE DATE BY WHICH THE COMPANY HAS TO CONSUMMATE A BUSINESS COMBINATION (THE "E 2. THE ADJOURNMENT PROPOSAL: APPROVAL TO For For Management DIRECT THE CHAIRMAN OF THE EXTRAORDINARY GENERAL MEETING TO ADJOURN THE EXTRAORDINARY GENERAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABUL -------------------------------------------------------------------------------- JAWS HURRICANE ACQUISITION CORPORATION Ticker: HCNE Security ID: 47201B103 Meeting Date: JUN 08, 2023 Meeting Type: Special Record Date: MAY 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - To For For Management amend the Company's amended and restated certificate of incorporation to extend the date (the "Termination Date") by which the Company has to consummate an initial business combination from June 15, 2023 (the "Original Te 2. To amend the Company's Certificate of For For Management Incorporation to eliminate from the Certificate of Incorporation the limitation that the Company may not redeem Public Stock (as defined below) to the extent that such redemption would result in the Company having net 3. Trust Amendment Proposal - To amend For For Management the Investment Management Trust Agreement (the "Trust Agreement"), dated June 15, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as trustee ("Continental"), to extend the date on which 4. To adjourn the Stockholder Meeting to For For Management a later date or dates, if necessary, to permit further solicitation and vote of proxies if (i) based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient shares of Class A common stoc -------------------------------------------------------------------------------- JAWS MUSTANG ACQUISITION CORPORATION Ticker: JWSM Security ID: G50737108 Meeting Date: FEB 01, 2023 Meeting Type: Special Record Date: DEC 29, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution that: a) the first sentence of Article 49.7 of JWSM's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new first sen 2. The Redemption Limitation Amendment For For Management Proposal - RESOLVED, as a special resolution that: a) Article 49.2(b) of JWSM's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 49.2(b): 3. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of -------------------------------------------------------------------------------- JOFF FINTECH ACQUISITION CORP. Ticker: JOFF Security ID: 46592C100 Meeting Date: DEC 14, 2022 Meeting Type: Special Record Date: NOV 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal - To amend For For Management the Company's Charter to (i) amend the date by which the Company must cease all operations except for the purpose of winding up if it fails to complete a business combination from February 9, 2023, to the later of (x) 2. The Trust Amendment Proposal - To For For Management amend the Investment Management Trust Agreement by and between the Company and Continental Stock Transfer & Trust Company (i) to change the date on which Continental must commence liquidation of the trust account to the A 3. The Adjournment Proposal - To adjourn For For Management the Special Meeting either (x) to permit further solicitation and vote of proxies if there are insufficient votes to approve the Charter Amendment Proposal and/or the Trust Amendment Proposal or (y) if the Company's b -------------------------------------------------------------------------------- JUNIPER II CORP. Ticker: JUNU Security ID: 48203N202 Meeting Date: MAY 02, 2023 Meeting Type: Special Record Date: APR 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 The Extension Amendment Proposal - to For For Management approve the amendment of the Company's amended and restated certificate of incorporation (the "Certificate") pursuant to amendments to the Certificate in the form set forth in paragraphs 5, 6 and 8 of Annex A to the a 2. The Redemption Limitation Amendment For For Management Proposal - to approve the amendment of the Certificate pursuant to amendments to the Certificate in the form set forth in paragraphs 7, 9, 10 and 11 of Annex A to the accompanying Proxy Statement to eliminate from the C 3. The Auditor Ratification Proposal - to For For Management approve and ratify the appointment of Marcum LLP, as the Company's independent accountants for the fiscal years ended December 31, 2021 and December 31, 2022 and ending December 31, 2023. 4. The Adjournment Proposal - to approve For For Management the adjournment of the Special Meeting to a later date or dates, if necessary, (to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, t -------------------------------------------------------------------------------- JUNIPER II CORP. Ticker: JUN Security ID: 48203N103 Meeting Date: MAY 02, 2023 Meeting Type: Special Record Date: APR 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 The Extension Amendment Proposal - to For For Management approve the amendment of the Company's amended and restated certificate of incorporation (the "Certificate") pursuant to amendments to the Certificate in the form set forth in paragraphs 5, 6 and 8 of Annex A to the a 2. The Redemption Limitation Amendment For For Management Proposal - to approve the amendment of the Certificate pursuant to amendments to the Certificate in the form set forth in paragraphs 7, 9, 10 and 11 of Annex A to the accompanying Proxy Statement to eliminate from the C 3. The Auditor Ratification Proposal - to For For Management approve and ratify the appointment of Marcum LLP, as the Company's independent accountants for the fiscal years ended December 31, 2021 and December 31, 2022 and ending December 31, 2023. 4. The Adjournment Proposal - to approve For For Management the adjournment of the Special Meeting to a later date or dates, if necessary, (to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, t -------------------------------------------------------------------------------- KENSINGTON CAPITAL ACQUISITION CORP. IV Ticker: KCACU Security ID: G52519132 Meeting Date: SEP 13, 2022 Meeting Type: Special Record Date: AUG 05, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - to For For Management approve by ordinary resolution and adopt the Business Combination Agreement, dated as of May 11, 2022 (as amended from time to time, the "Business Combination Agreement"), among Kensington Capital Acquisition Corp. I 2. The Domestication Proposal - pursuant For For Management to the power contained in clause 6 of Kensington's Memorandum of Association & in manner required by Article 47 of Kensington's Articles of Association, to approve by special resolution that Kensington be registered b 3. The Charter Proposal - to approve by For For Management special resolution that Kensington's amended & restated memorandum & articles of association ("Existing Governing Documents") be amended & restated by deletion in their entirety, & the substitution in their place of Pr 4a. The Governance Proposal - a proposal For For Management to authorize the board of directors of New Amprius (the "New Amprius Board") to issue any or all shares of New Amprius preferred stock in one or more classes or series, with such terms and conditions as may be expressl 4b. The Governance Proposal - a proposal For For Management to provide that the federal district courts of the United States of America will be the exclusive forum for resolving any complaint asserting a cause of action arising under the Securities Act of 1933, as amended, unle 4c. The Governance Proposal - a proposal For For Management to remove provisions in Kensington's Existing Governing Documents related to our status as a blank check company that will no longer apply upon the consummation of the Business Combination. 4d. The Governance Proposal - a proposal For For Management to approve provisions providing that the affirmative vote of at least two-thirds of the voting power of all the then outstanding shares of capital stock entitled to vote generally in the election of directors will be r 5. The Equity Incentive Plan Proposal - For For Management to approve by ordinary resolution the Amprius Technologies, Inc. 2022 Equity Incentive Plan. 6. The NYSE Proposal - to approve by For For Management ordinary resolution for purposes of complying with the applicable provisions of the NYSE, the issuance of New Amprius common stock to the Amprius stockholders pursuant to the Business Combination Agreement. 7. The Employee Stock Purchase Plan For For Management Proposal - to approve by ordinary resolution the Amprius Technologies, Inc. 2022 Employee Stock Purchase Plan. 8. The Adjournment Proposal - to approve For For Management by ordinary resolution the adjournment of the extraordinary general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for -------------------------------------------------------------------------------- KERNEL GROUP HOLDINGS, INC. Ticker: KRNL Security ID: G5259L103 Meeting Date: FEB 03, 2023 Meeting Type: Special Record Date: JAN 12, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - Amend For For Management the Company's amended & restated articles of association to extend date by which Company has to complete a business combination from 2/5/2023 to 8/5/2023, provided that Sponsor will deposit into Trust Account the lesse 2. Trust Amendment Proposal - Amend the For For Management Company's investment management trust agreement, dated as of February 5, 2021, by and between the Company and Continental Stock Transfer & Trust Company, (i) allowing the Company to extend the business combination peri 3. Adjournment Proposal - Approve the For For Management adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection w -------------------------------------------------------------------------------- KHOSLA VENTURES ACQUISITION CO. Ticker: KVSA Security ID: 482504107 Meeting Date: JUN 06, 2023 Meeting Type: Special Record Date: MAY 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. A proposal to amend the Company's For For Management charter to extend the date by which the Company must consummate a business combinationfrom June 8, 2023 (the date that is 27 months from the closing date of the Company's IPO) to December 8, 2023 (the date that is 33 mont 2. A proposal to amend the Trust For For Management Agreement, by and between the Company and the Trustee, allowing the Company to extend the Combination Period to the Extended Date. 3. A proposal to approve the adjournment For For Management of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or the Trust -------------------------------------------------------------------------------- KISMET ACQUISITION TWO CORP Ticker: KAII Security ID: G52807107 Meeting Date: FEB 20, 2023 Meeting Type: Special Record Date: JAN 05, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution, that subject to and conditional upon Trust Account having net tangible assets of at least US$5,000,001, Second Amended and Restated Memorandum of Association and Articles of Association 2) The Name Change Proposal - RESOLVED, For For Management as a special resolution, the Company change its name from "Kismet Acquisition Two Corp." to "Quadro Acquisition One Corp". with immediate effect. 3) The Adjournment Proposal - To instruct For For Management the chairman of the extraordinary general meeting to adjourn the extraordinary general meeting of the Company's shareholders to a later date or dates, if necessary. -------------------------------------------------------------------------------- KKR ACQUISITION HOLDINGS I CORP. Ticker: KAHC Security ID: 48253T109 Meeting Date: DEC 12, 2022 Meeting Type: Special Record Date: NOV 10, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Extension Proposal: A proposal to For For Management amend the Company's amended and restated certificate of incorporation (the "charter") to extend the date by which the Company has to consummate a business combination for an additional nine (9) months, from March 19, 2023 1B. Elective Early Wind-Up Proposal: A For For Management proposal to amend the Company's charter to permit our board of directors (the "Board") to elect to wind up our operations prior to December 19, 2023. 2. Trust Amendment Proposal: A proposal For For Management to amend the Company's investment management trust agreement, dated as of March 19, 2021, by and between the Company and Continental Stock Transfer & Trust Company, to extend the date by which the Company has to consum 3. Adjournment Proposal: A proposal to For For Management approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection wi -------------------------------------------------------------------------------- KL ACQUISITION CORP. Ticker: KLAQ Security ID: 49837C109 Meeting Date: DEC 16, 2022 Meeting Type: Special Record Date: NOV 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: A proposal For For Management to approve the adoption of an amendment (the "Charter Amendment") to the Company's Amended and Restated Certificate of Incorporation (the "Charter"), as set forth in Annex A of the Proxy Statement, to change the date 2. The Trust Amendment Proposal: A For For Management proposal to approve the adoption of an amendment to the Investment Management Trust Agreement, dated January 7, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as trustee ("Continental"), as 3. Adjournment Proposal: A proposal to For For Management approve the adjournment of the Special Meeting from time to time, if necessary, to solicit additional proxies in favor of Proposal No. 1 and/or Proposal No. 2 or if otherwise determined by the chairperson of the Special -------------------------------------------------------------------------------- KLUDEIN I ACQUISITION CORP. Ticker: INKAU Security ID: 49878L208 Meeting Date: JUL 07, 2022 Meeting Type: Special Record Date: JUN 06, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's Amended and Restated Certificate of Incorporation, to extend date by which Company must (i) consummate a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar busines 2. Adjournment Proposal: To approve the For For Management adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if there are insufficient votes for, or otherwise in connection with, the approval of the Ex -------------------------------------------------------------------------------- KNOWBE4, INC. Ticker: KNBE Security ID: 49926T104 Meeting Date: JAN 31, 2023 Meeting Type: Special Record Date: DEC 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger (as it may be amended from time to time, the "Merger Agreement") dated as of October 11, 2022, by and among KnowBe4, Inc. ("KnowBe4"), Oranje Holdco, LLC ("Parent") and Oranje Merger Sub, Inc. ("Merger Sub"), purs 2. To approve, on a non-binding, advisory For For Management basis, the compensation that will or may become payable by KnowBe4 to its named executive officers in connection with the Merger. 3. To approve any proposal to adjourn the For For Management special meeting of stockholders (the "Special Meeting"), from time to time, to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agr -------------------------------------------------------------------------------- L CATTERTON ASIA ACQUISITION CORP Ticker: LCAA Security ID: G5346G125 Meeting Date: MAR 10, 2023 Meeting Type: Special Record Date: FEB 08, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - as a special For For Management resolution, to amend the Charter to the form of second amended and restated memorandum and articles of association set forth in Annex A of the accompanying proxy statement to extend the date by which the Company must 2. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in connection with the approval of the Extensi -------------------------------------------------------------------------------- LAMF GLOBAL VENTURES CORP I Ticker: LGVC Security ID: G5338L108 Meeting Date: MAY 11, 2023 Meeting Type: Special Record Date: APR 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Proposal - as a special For For Management resolution, to amend the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy stateme 2) The Redemption Limitation Amendment For For Management Proposal - as a special resolution, to amend the Charter pursuant to an amendment to the Charter in the form set forth in Annex B of the accompanying proxy statement to eliminate (i) the limitation that the Company may 3) The Founder Share Amendment Proposal - For For Management as a special resolution, to amend the Charter pursuant to an amendment to the Charter in the form set forth in Annex C of the accompanying proxy statement to provide for the right of a holder of the Company's Class B 4) The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, (i) to permit further solicitation and vote of proxies in the event that there are -------------------------------------------------------------------------------- LANDCADIA HOLDINGS IV, INC. Ticker: LCA Security ID: 51477A104 Meeting Date: DEC 22, 2022 Meeting Type: Special Record Date: NOV 09, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend (the "Extension Amendment") For For Management the Company's Second Amended and Restated Certificate of Incorporation (our "charter") to extend the date by which the Company must consummate a business combination (the "Extension") from March 29, 2023 (the date whic 2. To elect Scott Kelly as Class I For For Management director of the Company's board of directors, until the third annual meeting of the Company held after the special meeting or until his successor is appointed and qualified. 3. A proposal to approve the adjournment For For Management of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve Proposal 1 or Proposal 2 or if the Company de -------------------------------------------------------------------------------- LATAMGROWTH SPAC Ticker: LATG Security ID: G5380L105 Meeting Date: APR 13, 2023 Meeting Type: Special Record Date: MAR 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. THE EXTENSION AMENDMENT PROPOSAL - TO For For Management APPROVE, AS A SPECIAL RESOLUTION, THE AMENDMENT OF THE COMPANY'S AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION (THE "ARTICLES") TO EXTEND THE DATE BY WHICH THE COMPANY MUST CONSUMMATE A MERGER, SHARE EXC 2. THE TRUST AMENDMENT PROPOSAL - TO For For Management APPROVE, AS A SPECIAL RESOLUTION, THE AMENDMENT OF THE INVESTMENT MANAGEMENT TRUST AGREEMENT DATED JANUARY 24, 2022 BY AND BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY (THE "TRUSTEE") TO ALLOW THE CO 3. THE FOUNDER SHARE AMENDMENT PROPOSAL - For For Management TO APPROVE, AS A SPECIAL RESOLUTION, AN AMENDMENT TO THE ARTICLES TO PROVIDE FOR THE RIGHT OF A HOLDER OF THE COMPANY'S CLASS B ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE, TO CONVERT INTO CLASS A ORDINARY SHARES ON 4. THE REDEMPTION LIMITATION AMENDMENT For For Management PROPOSAL - TO APPROVE, AS A SPECIAL RESOLUTION, THE AMENDMENT OF THE ARTICLES TO ELIMINATE FROM THE ARTICLES THE LIMITATION THAT THE COMPANY SHALL NOT REDEEM PUBLIC SHARES TO THE EXTENT THAT SUCH REDEMPTION WOULD CAUSE 5. THE ADJOURNMENT PROPOSAL - TO APPROVE, For For Management AS AN ORDINARY RESOLUTION, THE ADJOURNMENT OF THE EXTRAORDINARY GENERAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, (I) TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE AT THE -------------------------------------------------------------------------------- LAVA MEDTECH ACQUISITION CORP. Ticker: LVAC Security ID: 519345102 Meeting Date: APR 25, 2023 Meeting Type: Special Record Date: MAR 29, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment - Amend the For For Management Company's Amended and Restated Certificate of Incorporation, giving the Company the right to extend the date by which it has to consummate a business combination up to eight (8) times for an additional one (1) month each ti 2. Trust Amendment - Amend the Company's For For Management investment management trust agreement, dated as of October 26, 2021, by and between the Company and Continental Stock Transfer & Trust Company, allowing the Company to (a) extend the Combination Period up to eight (8) 3. Redemption Limitation Amendment - For For Management Amend the Company's Amended and Restated Certificate of Incorporation to eliminate the limitation that the Company may not public shares to the extent that such redemption would result in the Company having net tangible a -------------------------------------------------------------------------------- LAZARD GROWTH ACQUISITION CORP I Ticker: LGAC Security ID: G54035103 Meeting Date: DEC 15, 2022 Meeting Type: Annual Record Date: OCT 24, 2022 # Proposal Mgt Rec Vote Cast Sponsor 2. Auditor Ratification Proposal - An For For Management ordinary resolution, to ratify the selection by our audit committee of Marcum LLP as the Company's independent registered public accounting firm for the Company's fiscal year ending December 31, 2022. 3. Adjournment Proposal - an ordinary For For Management resolution, to approve the adjournment of the Annual General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or other -------------------------------------------------------------------------------- LEGATO MERGER CORP II Ticker: LGTO Security ID: 52473Y104 Meeting Date: FEB 14, 2023 Meeting Type: Annual Record Date: JAN 24, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - to For For Management consider and vote upon a proposal to approve the Merger Agreement and the transactions contemplated thereby. 2A. Charter Proposal - increase the number For For Management of authorized shares of common stock from 50,000,000 shares to 500,000,000 shares and increase the number of authorized shares of preferred stock from 1,000,000 shares to 50,000,000 shares. 2B. Charter Proposal - change Legato's For For Management name from "Legato Merger Corp. II" to "Southland Holdings, Inc." 2C. Charter Proposal - remove provisions For For Management no longer applicable to the company following the Business Combination. 3..1 DIRECTOR-Michael Burtnett* For For Management 3..2 DIRECTOR-Izilda Martins# For For Management 3..3 DIRECTOR-Gregory Monahan++ For For Management 3..4 DIRECTOR-Brian Pratt# For For Management 3..5 DIRECTOR-Mario Ramirez* For For Management 3..6 DIRECTOR-Frankie S. Renda++ For For Management 3..7 DIRECTOR-Walter Timothy Winn++ For For Management 4. The Nasdaq Proposal - to consider and For For Management vote upon a proposal, as required by the rules of the Nasdaq Stock Market, to approve the issuance of shares of Common Stock in the Business Combination in an amount greater than 20% of the number of shares of Common 5. The Incentive Plan Proposal - to For For Management consider and vote upon a proposal to approve the 2022 Long-Term Incentive Equity Plan. 6. The Adjournment Proposal - to consider For For Management and vote upon a proposal to adjourn the annual meeting to a later date or dates if it is determined that additional time is necessary to complete the Business Combination for any reason. -------------------------------------------------------------------------------- LEO HOLDINGS CORP. II Ticker: LHC Security ID: G5463R102 Meeting Date: JAN 09, 2023 Meeting Type: Special Record Date: DEC 12, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution that: Article 49.4(a) of Leo's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 49.4 (a): "In the event 2. The Adjournment Proposal-RESOLVED, as For For Management an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of th -------------------------------------------------------------------------------- LERER HIPPEAU ACQUISITION CORP. Ticker: LHAA Security ID: 526749106 Meeting Date: DEC 07, 2022 Meeting Type: Special Record Date: NOV 09, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal: to For For Management permit the Company to liquidate and wind up early ("Early Liquidation") by amending the Company's Amended and Restated Certificate of Incorporation (the "Charter") to (i) amend the date by which the Company must consumma 2. Early Termination Trust Amendment For For Management Proposal: to amend the Investment Management Trust Agreement, dated March 4, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, a New York corporation, as trustee ("Co 3. The Adjournment Proposal: to approve For For Management the adjournment of the Special Meeting from time to time to solicit additional proxies in favor of the Amendment Proposals or if otherwise determined by the chairperson of the Special Meeting to be necessary or appropr -------------------------------------------------------------------------------- LIFE STORAGE, INC. Ticker: LSI Security ID: 53223X107 Meeting Date: MAY 18, 2023 Meeting Type: Annual Record Date: APR 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a. Election of Director: Mark G. Barberio For For Management 1b. Election of Director: Joseph V. Saffire For For Management 1c. Election of Director: Stephen R. For For Management Rusmisel 1d. Election of Director: Arthur L. For For Management Havener, Jr. 1e. Election of Director: Dana Hamilton For For Management 1f. Election of Director: Edward J. For For Management Pettinella 1g. Election of Director: David L. Rogers For For Management 1h. Election of Director: Susan Harnett For For Management 2. Ratification of the appointment of For For Management Ernst & Young LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2023. 3. Proposal to approve the compensation For For Management of the Company's executive officers. 4. Proposal on the frequency of holding 1 Year 1 Year Management future advisory votes on the compensation of the Company's executive officers. -------------------------------------------------------------------------------- LIV CAPITAL ACQUISITION CORP II Ticker: LIVB Security ID: G5510R105 Meeting Date: MAY 01, 2023 Meeting Type: Special Record Date: MAR 30, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - as a special For For Management resolution, to amend the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amendment in the form set forth in Part 1 of Annex A of the accompanying proxy statement. 2. The Founder Share Amendment Proposal - For For Management as a special resolution, to amend the Company's Charter in the form set forth in Part 2 of Annex A of the accompanying proxy statement to provide for the right of a holder of Class B ordinary shares of the Company (t 3. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes 4. The Redemption Limitation Amendment For For Management Proposal - as a special resolution, to amend the Company's Charter, as provided by the third resolution in the form set forth in Part 3 of Annex A to the accompanying proxy statement (the "Redemption Limitation Amendmen -------------------------------------------------------------------------------- LIVE OAK MOBILITY ACQUISITION CORP. Ticker: LOKM Security ID: 538126103 Meeting Date: MAR 02, 2023 Meeting Type: Special Record Date: FEB 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - To For For Management amend and restate (the "Amendment") the Company's Amended and Restated Certificate of Incorporation (our "charter") to extend the date by which the Company must consummate a business combination (the "Extension") from 2. The Adjournment Proposal - A proposal For For Management to approve the adjournment of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amen -------------------------------------------------------------------------------- LONGVIEW ACQUISITION CORP II Ticker: LGVWS Security ID: 54319Q113 Meeting Date: DEC 14, 2022 Meeting Type: Special Record Date: OCT 31, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: Amend the For For Management Company's amended and restated certificate of incorporation to extend the date that the Company has to consummate a business combination from March 23, 2023 to September 23, 2023 or such earlier date determined by the 2. Trust Amendment Proposal: Amend the For For Management Company's Investment Trust Management Agreement, dated March 18, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as trus 3. Adjournment Proposal: Adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal -------------------------------------------------------------------------------- LONGVIEW ACQUISITION CORP II Ticker: LGV Security ID: 54319Q105 Meeting Date: DEC 14, 2022 Meeting Type: Special Record Date: OCT 31, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: Amend the For For Management Company's amended and restated certificate of incorporation to extend the date that the Company has to consummate a business combination from March 23, 2023 to September 23, 2023 or such earlier date determined by the 2. Trust Amendment Proposal: Amend the For For Management Company's Investment Trust Management Agreement, dated March 18, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as trus 3. Adjournment Proposal: Adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal -------------------------------------------------------------------------------- M3-BRIGADE ACQUISITION II CORP. Ticker: MBAC Security ID: 553800103 Meeting Date: DEC 23, 2022 Meeting Type: Special Record Date: DEC 05, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend the Company's Amended and For For Management Restated Certificate of Incorporation (our "charter") to extend the date by which the Company must consummate a business combination (the "Extension") from March 8, 2023 to March 8, 2024 (the "Extended Date" and such pro 2. To amend our charter to permit the For For Management release of interest from the trust account established in connection with the Company's initial public offering ("IPO") (such account, the "Trust Account"), to the extent such interest is accrued after the date of the In 3. To amend our charter to provide that For For Management funds used by the Company to pay the new U.S. federal 1% excise tax on certain repurchases (including redemptions) of stock or shares by publicly traded domestic (i.e., U.S.) corporations and certain domestic subsidiar 4. To amend the Investment Management For For Management Trust Agreement, dated March 3, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, to (i) reflect the Extension, (ii) permit the release of interest from the Trust Ac 5. A proposal to approve the adjournment For For Management of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Proposals or if we determine that additio -------------------------------------------------------------------------------- M3-BRIGADE ACQUISITION II CORP. Ticker: MBAC Security ID: 553800103 Meeting Date: MAR 07, 2023 Meeting Type: Special Record Date: FEB 21, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To extend the date by which M3-Brigade For For Management Acquisition II Corp. has to consummate a business combination (the "Extension") from March 8, 2023 to December 8, 2023. 2. To adjourn the special meeting to a For For Management later date or dates, if we determine that additional time is necessary to effectuate the Extension (the "Adjournment Proposal"). -------------------------------------------------------------------------------- MAGNUM OPUS ACQUISITION LIMITED Ticker: OPA Security ID: G5S70A104 Meeting Date: MAR 17, 2023 Meeting Type: Special Record Date: FEB 21, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - To For For Management amend by special resolution the MAA, in accordance with the form set forth in Annex B attached to the accompany proxy statement, to extend the date by which the Company must (i) consummate a business combination, or (ii) 2. Trust Amendment Proposal - To approve For For Management the amendment of the Trust Agreement, substantively in the form set forth in Annex C attached to the accompany proxy statement, to (i) reflect the Extension and (ii) allow the Company to maintain any remaining amount 3. Adjournment Proposal - To approve the For For Management adjournment of the Extraordinary Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Proposals or -------------------------------------------------------------------------------- MANDIANT INC. Ticker: MNDT Security ID: 562662106 Meeting Date: JUL 07, 2022 Meeting Type: Annual Record Date: MAY 16, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Election of Class III Director: Kevin For For Management R. Mandia 1b. Election of Class III Director: For For Management Enrique Salem 2. To ratify the appointment of Deloitte For For Management & Touche LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2022. 3. Advisory vote to approve named For For Management executive officer compensation. 4. Advisory vote on the frequency of 1 Year 1 Year Management future advisory votes to approve named executive officer compensation. -------------------------------------------------------------------------------- MANTECH INTERNATIONAL CORP. Ticker: MANT Security ID: 564563104 Meeting Date: SEP 07, 2022 Meeting Type: Special Record Date: JUL 29, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To approve and adopt the Agreement and For For Management Plan of Merger, dated as of May 13, 2022, (as it may be amended or supplemented from time to time, the "Merger Agreement"), by and among Moose Bidco, Inc. ("Parent"), Moose Merger Sub, Inc., a wholly owned subsidiary 2. To approve, on a non- binding, For For Management advisory basis, the compensation that may be paid or become payable to the Company's named executive officers in connection with the Merger. 3. To approve the adjournment of the For For Management Special Meeting from time to time, if necessary or appropriate, include to solicit additional proxies if there are insufficient votes at the time of Special Meeting to establish a quorum or adopt the Merger Agreement. -------------------------------------------------------------------------------- MAXAR TECHNOLOGIES INC. Ticker: MAXR Security ID: 57778K105 Meeting Date: APR 19, 2023 Meeting Type: Special Record Date: MAR 15, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of December 15, 2022, by and among Maxar Technologies Inc., Galileo Parent, Inc., Galileo Bidco, Inc. and, solely for the purposes set forth therein, Galileo Topco, Inc., as it may be amended from time t 2. To approve, on an advisory For For Management (nonbinding) basis, the compensation that may be paid or become payable to named executive officers of Maxar Technologies Inc. that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by th 3. To approve any adjournment of the For For Management Special Meeting of Stockholders of Maxar Technologies Inc. (the "Special Meeting"), if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of t -------------------------------------------------------------------------------- MDH ACQUISITION CORP. Ticker: MDH Security ID: 55283P106 Meeting Date: DEC 29, 2022 Meeting Type: Special Record Date: DEC 12, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal - to For For Management consider and vote upon a proposal to amend the Company's second amended and restated certificate of incorporation (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A to the accompany 2. The Trust Amendment Proposal - to For For Management consider and vote upon a proposal to amend the Investment Management Trust Agreement, effective as of February 1, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, as 3. The Adjournment Proposal - to consider For For Management and vote upon a proposal to adjourn the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, -------------------------------------------------------------------------------- MEDTECH ACQUISITION CORP Ticker: MTAC Security ID: 58507N105 Meeting Date: DEC 12, 2022 Meeting Type: Special Record Date: OCT 24, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a business combination from December 22, 2022 to June 22, 2023 (or such earlier date as determine 2a. Election of Class I Director to serve For For Management until the 2024: Karim Karti 2b. Election of Class I Director to serve For For Management until the 2024: Martin Roche, MD 2c. Election of Class I Director to serve For For Management until the 2024: Thierry Thaure 2d. Election of Class I Director to serve For For Management until the 2024: Manuel Aguero 3. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 or Proposa -------------------------------------------------------------------------------- METALS ACQUISITION CORP Ticker: MTAL Security ID: G60405100 Meeting Date: JUN 05, 2023 Meeting Type: Special Record Date: MAY 05, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. As an ordinary resolution, that the For For Management entry into & execution of the Share Sale Agreement, dated as of 03/17/2022, as amended by the Deed of Consent & Covenant, dated as of 11/ 22/2022 and as further amended by the CMPL Share Sale Agreement Side Letter, date 2. As a special resolution, that subject For For Management to the approval & adoption of Business Combination Proposal, the plan of merger, a copy of which is attached to the accompanying proxy statement/prospectus as Annex B, pursuant to which, immediately prior to the Busin 3a. The Governing Documents Proposals: For For Management assuming the Business Combination Proposal and the Merger Proposal are approved, to consider and vote upon three separate proposals (collectively, the "Governing Documents Proposals") to approve, by ordinary resolution, 3b. The Governing Documents Proposals: For For Management assuming the Business Combination Proposal and the Merger Proposal are approved, to consider and vote upon three separate proposals (collectively, the "Governing Documents Proposals") to approve, by ordinary resolution, 3c. The Governing Documents Proposals: For For Management assuming the Business Combination Proposal and the Merger Proposal are approved, to consider and vote upon three separate proposals (collectively, the "Governing Documents Proposals") to approve, by ordinary resolution, 4. The Adjournment Proposal: as an For For Management ordinary resolution, that the adjournment of the extraordinary general meeting to a later date or dates (i) to the extent necessary to ensure that any required supplement or amendment to the accompanying proxy statement/pro -------------------------------------------------------------------------------- MONUMENT CIRCLE ACQUISITION CORP. Ticker: MON Security ID: 61531M101 Meeting Date: DEC 14, 2022 Meeting Type: Special Record Date: NOV 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: A For For Management proposal to amend the Company's amended and restated certificate of incorporation to extend the date by which the Company would be required to consummate a business combination from January 19, 2023 to July 19, 2023. 2. Liquidation Amendment Proposal: A For For Management proposal to amend the Company's amended and restated certificate of incorporation to permit the Board, in its sole discretion, to elect to wind up our operations on an earlier date than July 19, 2023 (including prior to J 3. Trust Amendment Proposal: A proposal For For Management to amend the Company's investment management trust agreement, dated as of January 13, 2021, by and between the Company and Continental Stock Transfer & Trust Company, to extend the date by which the Company would be re 4. Auditor Ratification Proposal: For For Management Ratification of the selection of WithumSmith+Brown, PC by the audit committee of the Company's board of directors to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022. 5. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1, Proposal -------------------------------------------------------------------------------- MORINGA ACQUISITION CORP Ticker: MACA Security ID: G6S23K108 Meeting Date: FEB 09, 2023 Meeting Type: Special Record Date: JAN 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Articles Extension Proposal - A For For Management proposal to approve, by way of special resolution, an amendment to the Company's amended and restated memorandum and articles of association in the form set forth in Annex A of the accompanying proxy statement, to extend th 2. Trust Extension Proposal - A proposal For For Management to amend the Company's investment management trust agreement, dated as of 2/19/2021, by & between Company & Trust Company, to extend date by which the Company would be permitted to consummate a business combination fr 3. Director Election Proposal [HOLDERS OF For For Management FOUNDER SHARES ONLY] - A proposal to approve, by way of ordinary resolution of the holders of the Class B ordinary shares in the capital of the Company, the reappointment of each of Ilan Levin, Craig Marshak, Ruth Al 4. Adjournment Proposal - A proposal to For For Management approve, by way of ordinary resolution, the adjournment of the Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or o -------------------------------------------------------------------------------- MOUNT RAINIER ACQUISITION CORP. Ticker: RNER Security ID: 623006103 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. EXTENSION AMENDMENT: APPROVAL OF AN For For Management AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO EXTEND THE DATE BY WHICH THE COMPANY HAS TO CONSUMMATE A BUSINESS COMBINATION FROM JANUARY 7, 2023 TO MARCH 1, 2023. 2. NTA REQUIREMENT AMENDMENT: APPROVAL OF For For Management AN AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO EXPAND THE METHODS THAT THE COMPANY MAY EMPLOY TO NOT BECOME SUBJECT TO THE "PENNY STOCK" RULES OF THE SECURITIES AND EXCHANGE COMMIS 3. ADJOURNMENT: APPROVAL TO DIRECT THE For For Management CHAIRPERSON OF THE SPECIAL MEETING TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE AT THE TIME OF THE MEETING, -------------------------------------------------------------------------------- MOUNT RAINIER ACQUISITION CORP. Ticker: RNER Security ID: 623006103 Meeting Date: JAN 04, 2023 Meeting Type: Special Record Date: NOV 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - to For For Management consider and vote upon a proposal to approve and adopt the Business Combination Agreement, a copy of which is attached to the Proxy Statement/Prospectus as Annex A, and the transactions contemplated therein, includin 2.1 The Charter Proposals - to approve the For For Management following material differences between RNER's amended and restated certificate of incorporation (the "RNER Charter") and HUB Security's amended and restated articles of association (the "HUB Security Articles") to be 2.2 The Charter Proposals - to approve the For For Management following material differences between RNER's amended and restated certificate of incorporation (the "RNER Charter") and HUB Security's amended and restated articles of association (the "HUB Security Articles") to be 2.3 The Charter Proposals - to approve the For For Management following material differences between RNER's amended and restated certificate of incorporation (the "RNER Charter") and HUB Security's amended and restated articles of association (the "HUB Security Articles") to be 3. The Adjournment Proposal - to consider For For Management and vote upon a proposal to adjourn the special meeting to a later date or dates, if necessary, if the parties are not able to consummate the Business Combination. -------------------------------------------------------------------------------- MOUNTAIN & CO. I ACQUISITION CORP. Ticker: MCAA Security ID: G6301J104 Meeting Date: FEB 06, 2023 Meeting Type: Special Record Date: JAN 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution that subject to the approval of Proposal No. 2 - the Trust Agreement Amendment Proposal: a) Article 49.8 of the Company's Amended and Restated Memorandum and Articles of Association be d 2. Trust Agreement Amendment Proposal - For For Management RESOLVED, (subject to the approval of Proposal No. 1 - the Extension Amendment Proposal), that the amendment to the Company's investment management trust agreement, dated as of November 4, 2021 (the "Trust Agreement"), 3. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the -------------------------------------------------------------------------------- NABORS ENERGY TRANSITION CORP. Ticker: NETC Security ID: 629567108 Meeting Date: MAY 11, 2023 Meeting Type: Special Record Date: APR 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - To For For Management amend and restate the Company's Amended and Restated Certificate of Incorporation (the "Certificate of Incorporation") to allow the Company's board of directors, without another stockholder vote, to elect to extend the da 2. Trust Amendment Proposal - To amend For For Management and restate the Investment Management Trust Agreement, dated as of November 16, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as trustee, to reflect the Monthly Extension Option (the " 3. Redemption Limitation Amendment For For Management Proposal - To amend and restate the Certificate of Incorporation to eliminate (i) the limitation that the Company shall not redeem its Public Stock to the extent that such redemption would result in the Class A Common Stock 4. Adjournment Proposal - To adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient shares of -------------------------------------------------------------------------------- NATIONAL INSTRUMENTS CORPORATION Ticker: NATI Security ID: 636518102 Meeting Date: MAY 09, 2023 Meeting Type: Annual Record Date: MAR 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1..1 DIRECTOR-Michael E. McGrath For For Management 1..2 DIRECTOR-Alexander M. Davern For For Management 2. To approve, on an advisory For For Management (non-binding) basis, National Instruments Corporation's executive compensation program. 3. To approve, on an advisory 1 Year 1 Year Management (non-binding) basis, the frequency of stockholder votes on National Instruments Corporation's executive compensation program. 4. To ratify the appointment of Ernst & For For Management Young LLP as National Instruments Corporation's independent registered public accounting firm for the fiscal year ending December 31, 2023. -------------------------------------------------------------------------------- NATIONAL INSTRUMENTS CORPORATION Ticker: NATI Security ID: 636518102 Meeting Date: JUN 29, 2023 Meeting Type: Special Record Date: MAY 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of April 12, 2023, by and among National Instruments Corporation, Emerson Electric Co., and Emersub CXIV (as it may be amended from time to time, the "Merger Agreement"). 2. To approve, on an advisory For For Management (nonbinding) basis, the compensation that may be paid or become payable to National Instruments Corporation's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplat 3. To approve any adjournment of the For For Management special meeting of stockholders of National Instruments Corporation (the "Special Meeting"), if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the -------------------------------------------------------------------------------- NEW PROVIDENCE ACQUISITION CORP. II Ticker: NPAB Security ID: 64823D102 Meeting Date: MAY 05, 2023 Meeting Type: Special Record Date: APR 11, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - To For For Management amend NPA II's amended and restated certificate of incorporation to extend the date by which NPA II has to consummate a business combination (the "Termination Date") from May 9, 2023 to May 9, 2024 (the "Extension Amendme 2. Redemption Limitation Amendment For For Management Proposal - To amend NPA II's amended and restated certificate of incorporation to eliminate the limitation that NPA II may not redeem public stock to the extent that such redemption would result in NPA II having net tangibl 3. Auditor Ratification Proposal - To For For Management approve and ratify the appointment of Marcum LLP, as NPA II's independent accountants for the fiscal years ended December 31, 2021 and December 31, 2022 and ending December 31, 2023 (the "Auditor Ratification Proposal"). 4. Adjournment Proposal - To adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient share -------------------------------------------------------------------------------- NEW VISTA ACQUISITION CORP. Ticker: NVSA Security ID: G6529L105 Meeting Date: FEB 15, 2023 Meeting Type: Special Record Date: JAN 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - As a special For For Management resolution, to amend the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy stateme 2. The Redemption Limitation Amendment For For Management Proposal - As a special resolution, to amend the Company's Charter pursuant to an amendment to the Charter as set forth in Annex A of the accompanying proxy statement to eliminate from the Charter the limitation that th 3. The Liquidation Amendment Proposal - A For For Management proposal to amend the Charter as set forth in Annex A of the accompanying proxy statement to permit our Board, in its sole discretion, to elect to wind up our operations on an earlier date (the "Liquidation Amendment 4. The Trust Amendment Proposal - A For For Management proposal to amend the Company's investment management trust agreement, dated as of February 16, 2022, by and between the Continental Stock Transfer & Trust Company ("Continental") and the Company (the "Trust Agreement") pu 5. The Adjournment Proposal - As an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes -------------------------------------------------------------------------------- NEWBURY STREET ACQUISITION CORP. Ticker: NBSTU Security ID: 65101L203 Meeting Date: DEC 27, 2022 Meeting Type: Annual Record Date: NOV 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Director Election Proposal: To elect For For Management the following nominee as the Class A director (to serve until the annual meeting of stockholders of the Company to be held in 2025 or until a successor is elected and qualified or his earlier resignation or removal): J 2. Auditor Ratification Proposal: For For Management Ratification of the selection of Marcum LLP by the audit committee of the Company's board of directors to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022. -------------------------------------------------------------------------------- NEWBURY STREET ACQUISITION CORP. Ticker: NBST Security ID: 65101L104 Meeting Date: MAR 21, 2023 Meeting Type: Special Record Date: FEB 22, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. EXTENSION PROPOSAL: To amend the For For Management Company's Second Amended and Restated Certificate of Incorporation pursuant to an amendment in the form set forth in Annex A of the accompanying proxy statement (1) consummate a merger, share exchange, asset acquisition, s 2. ADJOURNMENT PROPOSAL - To approve the For For Management adjournment of the Special Meeting to a later date or dates, if necessary or convenient, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connectio -------------------------------------------------------------------------------- NEWCOURT ACQUISITION CORP Ticker: NCACU Security ID: G6448C111 Meeting Date: JAN 06, 2023 Meeting Type: Special Record Date: DEC 05, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - A For For Management special resolution to extend the date by which the Company must consummate an initial business combination for an initial three (3) months from January 22, 2023 to April 22, 2023 and up to three (3) times for an additi 2) The Trust Agreement Amendment Proposal For For Management - An ordinary resolution to, with the approval of the affirmative vote of holders of at least 65% of the issued and outstanding ordinary shares of the Company, enter into the Amendment No. 1 to the Investment Managem 3) The Adjournment Proposal - An ordinary For For Management resolution to adjourn the extraordinary general meeting of shareholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the -------------------------------------------------------------------------------- NEWCOURT ACQUISITION CORP Ticker: NCAC Security ID: G6448C103 Meeting Date: JAN 06, 2023 Meeting Type: Special Record Date: DEC 05, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - A For For Management special resolution to extend the date by which the Company must consummate an initial business combination for an initial three (3) months from January 22, 2023 to April 22, 2023 and up to three (3) times for an additi 2) The Trust Agreement Amendment Proposal For For Management - An ordinary resolution to, with the approval of the affirmative vote of holders of at least 65% of the issued and outstanding ordinary shares of the Company, enter into the Amendment No. 1 to the Investment Managem 3) The Adjournment Proposal - An ordinary For For Management resolution to adjourn the extraordinary general meeting of shareholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the -------------------------------------------------------------------------------- NEWHOLD INVESTMENT CORP II Ticker: NHIC Security ID: 651450108 Meeting Date: DEC 20, 2022 Meeting Type: Special Record Date: NOV 23, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. EXTENSION AMENDMENT - APPROVAL OF AN For For Management AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO EXTEND THE DATE BY WHICH THE COMPANY HAS TO FILE A PROXY STATEMENT, REGISTRATION STATEMENT OR SIMILAR FILING FOR AN INITIAL BUSINESS COMBI 2. TERMINATION AMENDMENT - APPROVAL OF AN For For Management AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO CHANGE THE DATE BY WHICH THE COMPANY HAS TO CONSUMMATE A BUSINESS COMBINATION TO DECEMBER 28, 2022. 3. TRUST AMENDMENT - APPROVAL OF AN For For Management AMENDMENT TO THE COMPANY'S INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED OCTOBER 20, 2021, BY AND BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY, TO ALLOW THE COMPANY TO EXTEND THE DATE ON WHICH THE TRUS 4. ADJOURNMENT - APPROVAL TO DIRECT THE For For Management CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE AT THE TIME OF THE MEETING, TH -------------------------------------------------------------------------------- NIELSEN HOLDINGS PLC Ticker: Security ID: G6518L111 Meeting Date: SEP 01, 2022 Meeting Type: Special Record Date: JUN 29, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To approve a Scheme to be made between For For Management Nielsen and the Scheme Shareholders (as defined in the Scheme). -------------------------------------------------------------------------------- NIELSEN HOLDINGS PLC Ticker: NLSN Security ID: G6518L108 Meeting Date: SEP 01, 2022 Meeting Type: Special Record Date: JUN 29, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To (a) authorize the members of the For For Management Board of Directors of Nielsen Holdings plc to take necessary actions for carrying scheme of arrangement into effect, (b) amend Nielsen's articles of association, (c) direct the Board to deliver order of the U.K. Court s 2. To approve, on an advisory For For Management (non-binding) basis, the compensation that may be paid or become payable to Nielsen's named executive officers that is based on or otherwise related to the Transaction Agreement and the transactions contemplated by the Transacti -------------------------------------------------------------------------------- NIGHTDRAGON ACQUISITION CORP Ticker: NDAC Security ID: 65413D105 Meeting Date: DEC 02, 2022 Meeting Type: Special Record Date: OCT 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt an amended & restated For For Management certificate of incorporation in form reflecting the changes marked on the document attached to our proxy statement as Annex A ("Restated Certificate") to change the date by which we must consummate our initial business combi 2. To amend our investment management For For Management trust agreement, dated March 1, 2021, with American Stock Transfer & Trust Company, LLC, as trustee, pursuant to an amendment in the form attached to our proxy statement as Annex B, to change the date on which the truste 3. To ratify the appointment of Marcum For For Management LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2022 (the "Auditor Ratification Proposal"). 4. To approve one or more adjournments of For For Management the meeting from time to time, if necessary or appropriate (as determined by our board of directors or the chairperson of the meeting), including to solicit additional proxies to vote in favor of the Charter Amendmen -------------------------------------------------------------------------------- NOBLE ROCK ACQUISITION CORP. Ticker: NRAC Security ID: G6546R101 Meeting Date: JAN 27, 2023 Meeting Type: Special Record Date: DEC 20, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - As a special For For Management resolution, to amend the company's Amended and Restated Memorandum and Articles of Association (the "charter") pursuant to an amendment to the charter in the form set forth in Annex A of the accompanying proxy stateme 2. The Adjournment Proposal - As an For For Management ordinary resolution, to approve the adjournment of the general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or other -------------------------------------------------------------------------------- NOBLE ROCK ACQUISITION CORP. Ticker: NRAC Security ID: G6546R101 Meeting Date: MAR 16, 2023 Meeting Type: Special Record Date: FEB 28, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Name Change Proposal - as a For For Management special resolution, to amend the company's Amended and Restated Memorandum and Articles of Association (the "charter") pursuant to an amendment to the charter in the form set forth in Annex A of the accompanying proxy state 2. The Conversion Proposal - as a special For For Management resolution, to amend the company's Amended and Restated Memorandum and Articles of Association (the "charter") pursuant to an amendment to the charter in the form set forth in Annex B of the accompanying proxy statem 3. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or other -------------------------------------------------------------------------------- NORTH ATLANTIC ACQUISITION CORP. Ticker: NAAC Security ID: G66139109 Meeting Date: JAN 25, 2023 Meeting Type: Annual Record Date: DEC 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Ratification of the selection by the For For Management audit committee of Marcum LLP to serve as our independent registered public accounting firm for the year ending December 31, 2022. 2. Amend the Company's amended and For For Management restated memorandum and articles of association to extend the date that the Company has to consummate a business combination from January 26, 2023 to July 26, 2023 (or such earlier date as determined by the Board of Directo 3. Adjourn the Meeting to a later date or For For Management dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the other proposals. -------------------------------------------------------------------------------- NORTHERN STAR INVESTMENT CORP. III Ticker: NSTC Security ID: 66574L100 Meeting Date: DEC 22, 2022 Meeting Type: Special Record Date: DEC 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date that the Company has to consummate a business combination to September 4, 2023. 2. Adjournment Proposal: Approve the For For Management adjournment of the special meeting to a later date or dates, if the Company determines that additional time is necessary to effectuate the Extension. -------------------------------------------------------------------------------- NORTHERN STAR INVESTMENT CORP. III Ticker: NSTC Security ID: 66574L100 Meeting Date: MAR 01, 2023 Meeting Type: Special Record Date: FEB 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - Amend For For Management the Company's amended and restated certificate of incorporation to extend the date that the Company has to consummate a business combination to September 4, 2023. 2. Adjournment Proposal - Approve the For For Management adjournment of the special meeting to a later date or dates, if the Company determines that additional time is necessary to effectuate the Extension. -------------------------------------------------------------------------------- NORTHERN STAR INVESTMENT CORP. IV Ticker: NSTD Security ID: 66575B101 Meeting Date: DEC 22, 2022 Meeting Type: Special Record Date: DEC 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date that the Company has to consummate a business combination to September 4, 2023. 2. Adjournment Proposal: Approve the For For Management adjournment of the special meeting to a later date or dates, if the Company determines that additional time is necessary to effectuate the Extension. -------------------------------------------------------------------------------- NORTHERN STAR INVESTMENT CORP. IV Ticker: NSTD Security ID: 66575B101 Meeting Date: MAR 01, 2023 Meeting Type: Special Record Date: FEB 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date that the Company has to consummate a business combination to September 4, 2023. 2. Adjournment Proposal: Approve the For For Management adjournment of the special meeting to a later date or dates, if the Company determines that additional time is necessary to effectuate the Extension. -------------------------------------------------------------------------------- NUVASIVE, INC. Ticker: NUVA Security ID: 670704105 Meeting Date: JUN 09, 2023 Meeting Type: Annual Record Date: APR 25, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Election of Class I Director: J. For For Management Christopher Barry 1.2 Election of Class I Director: Leslie V. For For Management Norwalk, Esq. 1.3 Election of Class I Director: Amy Belt For For Management Raimundo 2. Ratification of the appointment of For For Management Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. 3. Approval of a non-binding advisory For For Management resolution regarding the compensation of the Company's named executive officers for the fiscal year ended December 31, 2022. 4. Approval of a non-binding advisory 1 Year 1 Year Management vote on the frequency of the stockholders advisory vote on the compensation of the Company's named executive officers. -------------------------------------------------------------------------------- OAK STREET HEALTH, INC. Ticker: OSH Security ID: 67181A107 Meeting Date: MAR 29, 2023 Meeting Type: Annual Record Date: MAR 07, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Election of Director: Dr. Regina For DNV Management Benjamin 1.2 Election of Director: Cheryl Dorsey For DNV Management 1.3 Election of Director: Julie Klapstein For DNV Management 1.4 Election of Director: Geoffrey Price For DNV Management 2. To ratify the appointment of Ernst & For DNV Management Young LLP as Oak Street Health, Inc.'s independent registered public accounting firm for the year ending December 31, 2023. 3. To approve, by an advisory vote, the For DNV Management compensation of Oak Street Health, Inc. 's named executive officers, as disclosed in the proxy statement. -------------------------------------------------------------------------------- OAK STREET HEALTH, INC. Ticker: OSH Security ID: 67181A107 Meeting Date: APR 28, 2023 Meeting Type: Special Record Date: MAR 20, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of February 7, 2023 (as it may be amended from time to time, the "Merger Agreement"), by and among Oak Street Health, Inc., CVS Pharmacy, Inc., Halo Merger Sub Corp., a wholly owned subsidiary of CVS Pha 2. To approve, on an advisory, For For Management non-binding basis, the compensation that may be paid or may become payable to the named executive officers of Oak Street Health in connection with the Merger. 3. To adjourn the Special Meeting to a For For Management later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. -------------------------------------------------------------------------------- OCA ACQUISITION CORP Ticker: OCAX Security ID: 670865104 Meeting Date: JUN 22, 2023 Meeting Type: Annual Record Date: JUN 02, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Director Election Proposal - a For For Management proposal to re-elect the current Class I directors to the Company's board of directors (the "Board"). 2. The Auditor Ratification Proposal - a For For Management proposal to ratify the appointment of WithumSmith+Brown, PC as the Company's independent registered public accounting firm for the fiscal year ended December 31, 2023. -------------------------------------------------------------------------------- ONE EQUITY PARTNERS OPEN WATER I CORP. Ticker: OEPW Security ID: 68237L105 Meeting Date: DEC 01, 2022 Meeting Type: Special Record Date: NOV 02, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Redemption Limit Elimination Proposal For For Management - To amend the amended and restated certificate of incorporation ("Certificate of Incorporation") to eliminate the requirement that the Company retain net tangible assets in excess of $5,000,000 following the redempti 2. Early Termination Proposal - To amend For For Management the Certificate of Incorporation to change the date by which the Company must consummate a Business Combination from January 26, 2023 to December 8, 2022 (such proposal, the "Early Termination Proposal"). A copy of th 3. Adjournment Proposal-To adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient shares of c -------------------------------------------------------------------------------- ONYX ACQUISITION CO. I Ticker: ONYX Security ID: G6755Q109 Meeting Date: JAN 26, 2023 Meeting Type: Special Record Date: NOV 23, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension of Corporate Life: Amend the For For Management Company's amended and restated memorandum and articles of association (the "Articles") to extend the date that the Company has to consummate a business combination from February 5, 2023 to August 7, 2023. 2. Redemption Limitation Amendment: Amend For For Management the Company's Articles to eliminate the limitation that the Company shall not redeem Class A ordinary shares included as part of the units sold in the IPO (including any shares issued in exchange thereof) to the exte 3. Adjournment: Adjourn the Extraordinary For For Management General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal -------------------------------------------------------------------------------- OSIRIS ACQUISITION CORP. Ticker: OSI Security ID: 68829A103 Meeting Date: DEC 14, 2022 Meeting Type: Special Record Date: NOV 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. A proposal to amend the Company's For For Management amended and restated certificate of incorporation to extend the date by which the Company must (i) consummate a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combina 2. A proposal to approve the adjournment For For Management of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Pr -------------------------------------------------------------------------------- OXUS ACQUISITION CORP. Ticker: OXUS Security ID: G6859L105 Meeting Date: MAR 02, 2023 Meeting Type: Special Record Date: JAN 25, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - as a special For For Management resolution, to amend the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy stateme 2. The Founder Share Amendment Proposal - For For Management as a special resolution, to amend the Company's Charter in the form set forth in Annex A of the accompanying proxy statement to provide for the right of a holder of Class B ordinary shares of the Company (the "Founde 3. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes -------------------------------------------------------------------------------- OYSTER ENTERPRISES ACQUISITION CORP. Ticker: OSTR Security ID: 69242M104 Meeting Date: DEC 19, 2022 Meeting Type: Special Record Date: NOV 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal - To For For Management permit the Company to liquidate and wind up early by amending the Company's Amended and Restated Certificate of Incorporation (the "Charter") to (i) amend the date by which the Company must consummate a merger, capital 2. The Trust Amendment Proposal - To For For Management amend the Investment Management Trust Agreement, dated January 19, 2021, by and between the Company and Continental Stock Transfer & Trust Company, a New York corporation, as trustee to change the date on which Continenta 3. The Adjournment Proposal - To approve For For Management the adjournment of the Special Meeting from time to time to solicit additional proxies in favor of the Charter Amendment Proposal and Early Termination Trust Amendment Proposal or if otherwise determined by the chairp -------------------------------------------------------------------------------- PATHFINDER ACQUISITION CORP. Ticker: PFDR Security ID: G04119106 Meeting Date: FEB 08, 2023 Meeting Type: Special Record Date: JAN 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - For For Management RESOLVED, as an ordinary resolution, that Pathfinder's entry into the Business Combination Agreement, dated as of October 3, 2022 (as may be amended, supplemented, or otherwise modified from time to time) (the "Business 2. The Domestication Proposal - RESOLVED, For For Management as a special resolution, that Pathfinder be transferred by way of continuation to Delaware pursuant to Part XII of the Cayman Islands Companies Act and Section 388 of the General Corporation Law of the State of Delaw 3. The Charter Amendment Proposal - For For Management RESOLVED, as a special resolution, that the certificate of incorporation and bylaws of New Movella, copies of which are attached to the proxy statement/prospectus as Annex B and Annex C, respectively, be approved as the ce 4A. Advisory Governing Documents Proposal For For Management - RESOLVED, as a non-binding advisory resolution, that the change in the authorized share capital of Pathfinder from (i) US$33,100.00 divided into 300,000,000 Class A ordinary shares, par value $0.0001 per share, 30,0 4B. Advisory Governing Documents Proposal For For Management - RESOLVED, as a non-binding advisory resolution, that the authorization to the board of directors of New Movella (the "New Movella Board") to issue any or all shares of New Movella Preferred Stock in one or more clas 4C. Advisory Governing Documents Proposal For For Management - RESOLVED, as a non-binding advisory resolution, that the removal of the ability of New Movella stockholders to take action by written consent in lieu of a meeting be approved. 4D. Advisory Governing Documents Proposal For For Management - RESOLVED, as a non-binding advisory resolution, that the amendment and restatement of the Existing Governing Documents be approved and that all other changes necessary or, as mutually agreed in good faith by Pathfin 5. The Nasdaq Proposal - RESOLVED, as an For For Management ordinary resolution, that for the purposes of complying with the applicable provisions of Nasdaq Listing Rule 5635, the issuance of shares of New Movella Common Stock be approved. 6. The Stock Incentive Plan Proposal - For For Management RESOLVED, as an ordinary resolution, that the Movella Holdings Inc. 2022 Stock Incentive Plan, a copy of which is attached to the proxy statement/prospectus as Annex D, be adopted and approved. 7. The ESPP Proposal - RESOLVED, as an For For Management ordinary resolution, that the Movella Holdings Inc. 2022 Employee Stock Purchase Plan, a copy of which is attached to the proxy statement/prospectus as Annex E, be adopted and approved. 8. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the extraordinary general meeting to a later date or dates (i) to solicit additional proxies for the purpose of obtaining approval by the Pathfinder shareholders for e -------------------------------------------------------------------------------- PATHFINDER ACQUISITION CORP. Ticker: PFDR Security ID: G04119106 Meeting Date: FEB 17, 2023 Meeting Type: Special Record Date: JAN 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Redemption Limit Elimination Proposal For For Management - To amend, by way of special resolution, Pathfinder's Second Amended and Restated Memorandum & Articles of Association pursuant to an amendment in the form set forth on Annex A to the accompanying proxy statement to 2. Extension Amendment Proposal - To For For Management amend, by way of special resolution, Memorandum & Articles of Association pursuant to an amendment in the form set forth on Annex A to accompanying proxy statement to extend date by which Pathfinder has to consummate a bu 3. Adjournment Proposal - To adjourn the For For Management Shareholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Shareholder Meeting, there are insufficient Class A o -------------------------------------------------------------------------------- PATRIA LATIN AMERICAN OPP ACQUI CORP. Ticker: PLAO Security ID: G69454109 Meeting Date: JUN 12, 2023 Meeting Type: Special Record Date: MAY 22, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal- A For For Management proposal (the "Extension Amendment Proposal") to amend, by way of special resolution, PLAO's Articles, as set forth in Annex A of the accompanying Proxy Statement, and the investment management trust agreement (the "Tru 2. The Redemption Limitation Amendment For For Management Proposal - To amend, by way of special resolution, the Company's Articles, as provided by the second resolution in the form set forth in Annex A to the accompanying proxy statement (the "Redemption Limitation Amendment" 3. The Founder Conversion Amendment For For Management Proposal - To amend, by way of special resolution, the Company's Articles, as provided by the third resolution in the form set forth in Annex A to the accompanying proxy statement (the "Founder Conversion Amendment" and su 4. The Adjournment Proposal - To adjourn, For For Management by way of ordinary resolution, the Shareholder Meeting to a later date or dates, if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Shareholder M -------------------------------------------------------------------------------- PEARL HOLDINGS ACQUISITION CORP Ticker: PRLH Security ID: G44525106 Meeting Date: JUN 12, 2023 Meeting Type: Special Record Date: MAY 15, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - as a special For For Management resolution, to amend the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") as set forth in Annex A of the accompanying proxy statement to extend the date by which the Company must e 2. The Redemption Limitation Amendment For For Management Proposal - as a special resolution, to amend the Company's Charter as set forth in Annex A of the accompanying proxy statement to eliminate from the Charter the limitation that the Company shall not redeem public shares 3. The Liquidation Amendment Proposal - For For Management as a special resolution, to amend the Company's Charter as set forth in Annex A of the accompanying proxy statement to permit the Board, in its sole discretion, to elect to cease all operations on an earlier date (the 4. The Trust Amendment Proposal - a For For Management proposal to amend the Company's investment management trust agreement, dated as of December 14, 2021, by and between Continental Stock Transfer & Trust Company ("Continental") and the Company (the "Trust Agreement") pursua 5. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, either (i) to permit further solicitation and vote of proxies in the event that the -------------------------------------------------------------------------------- PEGASUS DIGITAL MOBILITY ACQ CORP. Ticker: PGSS Security ID: G69768102 Meeting Date: APR 19, 2023 Meeting Type: Special Record Date: MAR 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Articles Amendment Proposal - For For Management RESOLVED, as a special resolution, that, conditional upon the Company having net tangible assets of at least US$5,000,001 after giving effect to any share redemptions in connection with this resolution pursuant to article 2. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the extraordinary general meeting sine die or to a later time, date and place to be determined by the chairman of the extraordinary general meeting be and is hereby au -------------------------------------------------------------------------------- PEPPERLIME HEALTH ACQUISITION CORP. Ticker: PEPL Security ID: G70021103 Meeting Date: JAN 11, 2023 Meeting Type: Special Record Date: NOV 30, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - A For For Management special resolution to approve the extension of the date by which the Company must consummate an initial business combination from April 19, 2023 (which is 18 months from the closing of our initial public offering) to Octob 2. Adjournment Proposal - An ordinary For For Management resolution to approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies and if, based upon the tabulated vote at the time of the Special Mee -------------------------------------------------------------------------------- PERCEPTION CAPITAL CORPORATION II Ticker: PCCT Security ID: G7007D102 Meeting Date: APR 27, 2023 Meeting Type: Special Record Date: APR 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal-to amend For For Management amended and restated memorandum and articles of association extend date by which the Company must (1) consummate a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business 2. The Redemption Limitation Amendment For For Management Proposal - to amend Charter to eliminate from the Charter the limitation that the Company may not redeem Public Shares to the extent that such redemption would result in Company having net tangible assets of less than $ 3. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or other -------------------------------------------------------------------------------- PHOENIX BIOTECH ACQUISITION CORP. Ticker: PBAX Security ID: 71902K105 Meeting Date: DEC 16, 2022 Meeting Type: Special Record Date: NOV 10, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal - to For For Management amend the amended and restated certificate of incorporation ("charter") to (a) extend the date by which Company has to consummate an initial business combination ("business combination period") for an additional six mon 2. The Trust Amendment Proposal - to For For Management amend the Company's investment management trust agreement, dated as of October 5, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company (in such capacity, the "Trustee"), 3. The Adjournment Proposal - to adjourn For For Management the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the C -------------------------------------------------------------------------------- PHOENIX BIOTECH ACQUISITION CORP. Ticker: PBAXU Security ID: 71902K204 Meeting Date: DEC 16, 2022 Meeting Type: Special Record Date: NOV 10, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal - to For For Management amend the amended and restated certificate of incorporation ("charter") to (a) extend the date by which Company has to consummate an initial business combination ("business combination period") for an additional six mon 2. The Trust Amendment Proposal - to For For Management amend the Company's investment management trust agreement, dated as of October 5, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company (in such capacity, the "Trustee"), 3. The Adjournment Proposal - to adjourn For For Management the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the C -------------------------------------------------------------------------------- PING IDENTITY HOLDING CORP. Ticker: PING Security ID: 72341T103 Meeting Date: OCT 17, 2022 Meeting Type: Special Record Date: SEP 12, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of August 2, 2022 (as it may be amended, supplemented or otherwise modified from time to time, the "Merger Agreement"), by and among Ping Identity Holding Corp., a Delaware corporation ("Ping Identity"), 2. To approve, on an advisory, For For Management non-binding basis, the compensation that may be paid or may become payable to Ping Identity's named executive officers in connection with the Merger. 3. To adjourn the Special Meeting of Ping For For Management Identity Stockholders (the "Special Meeting") to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Spec -------------------------------------------------------------------------------- PIVOTAL INVESTMENT CORPORATION III Ticker: PICC Security ID: 72582M106 Meeting Date: DEC 28, 2022 Meeting Type: Special Record Date: DEC 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date that the Company has to consummate a business combination to August 11, 2023. 2. Adjournment Proposal: Approve the For For Management adjournment of the special meeting to a later date or dates, if the Company determines that additional time is necessary to effectuate the Extension. -------------------------------------------------------------------------------- PLANTRONICS, INC. Ticker: POLY Security ID: 727493108 Meeting Date: AUG 22, 2022 Meeting Type: Annual Record Date: JUL 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Election of Director: Kathy Crusco For For Management 1B. Election of Director: Brian Dexheimer For For Management 1C. Election of Director: Robert Hagerty For For Management 1D. Election of Director: Gregg Hammann For For Management 1E. Election of Director: Guido Jouret For For Management 1F. Election of Director: Talvis Love For For Management 1G. Election of Director: Marshall Mohr For For Management 1H. Election of Director: Daniel Moloney For For Management 1I. Election of Director: David M. Shull For For Management 1J. Election of Director: Marv Tseu For For Management 1K. Election of Director: Yael Zheng For For Management 2. Ratify the appointment of For For Management PricewaterhouseCoopers LLP as the independent registered public accounting firm of Plantronics, Inc. for fiscal year 2023. 3. Approve, on an advisory basis, the For For Management compensation of Plantronics Inc.'s named executive officers. -------------------------------------------------------------------------------- PLUM ACQUISITION CORP I Ticker: PLMI Security ID: G7134L126 Meeting Date: MAR 15, 2023 Meeting Type: Special Record Date: FEB 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal- For For Management RESOLVED, as a special resolution that: Article 49.7 of Plum's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the new Article 49.7. 2. The Redemption Limitation Amendment For For Management Proposal- RESOLVED, as a special resolution that: Article 49.2(b) of Plum's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the new Article 49.2(b). 3. The Adjournment Proposal-RESOLVED, as For For Management an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of th -------------------------------------------------------------------------------- PONO CAPITAL CORP. Ticker: PONO Security ID: 732450101 Meeting Date: JAN 27, 2023 Meeting Type: Special Record Date: JAN 05, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Business Combination Proposal - To For For Management approve and adopt the Agreement and Plan of Merger, dated as of September 7, 2022 (as it may be amended or supplemented from time to time, the "Merger Agreement"), by and among Pono, Pono Merger Sub, Inc., a Delaware cor 2. Charter Amendment Proposal - To For For Management approve separate proposals to amend Pono's Charter to adopt certain material changes that will take effect upon the consummation of the Business Combination (the "Amended Charter"), for the following amendments: To change t 3. Charter Amendment Proposal - To For For Management approve separate proposals to amend Pono's Charter to adopt certain material changes that will take effect upon the consummation of the Business Combination (the "Amended Charter"), for the following amendments: To remove a 4. Charter Amendment Proposal - To For For Management approve separate proposals to amend Pono's Charter to adopt certain material changes that will take effect upon the consummation of the Business Combination (the "Amended Charter"), for the following amendments: Conditioned 5a. Election of Director to serve until For For Management 2023 Annual Meeting: Shuhei Komatsu 5b. Election of Director to serve until For For Management 2023 Annual Meeting: Mike Sayama 5c. Election of Director to serve until For For Management 2024 Annual Meeting: Taiji Ito 5d. Election of Director to serve until For For Management 2024 Annual Meeting: Marehiko Yamada 5e. Election of Director to serve until For For Management 2025 Annual Meeting: Steve Iwamura 6. The Incentive Plan Proposal - To For For Management consider and vote upon a proposal to adopt the AERWINS Technologies Inc. Equity Incentive Plan (the "Equity Incentive Plan"), a copy of which is attached to the proxy statement/prospectus as Annex C and the issuance of com 7. The Nasdaq Proposal - To consider and For For Management vote upon a proposal to approve, for purposes of complying with Nasdaq Listing Rule 5635, the issuance of up to 60,000,000 newly issued shares of common stock in the Business Combination, which amount will be determin 8. The Adjournment Proposal - To consider For For Management and vote upon a proposal to adjourn the Pono Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Pono Specia -------------------------------------------------------------------------------- PONO CAPITAL TWO, INC. Ticker: PTWO Security ID: 73245B107 Meeting Date: MAY 05, 2023 Meeting Type: Special Record Date: APR 12, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. EXTENSION AMENDMENT - APPROVAL TO For Against Management AMEND THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION (AS AMENDED) TO EXTEND THE DATE BY WHICH THE COMPANY HAS TO CONSUMMATE A BUSINESS COMBINATION FROM MAY 9, 2023 TO FEBRUARY 9, 2024. 2. ADJOURNMENT - APPROVAL TO DIRECT THE For Against Management CHAIRPERSON OF THE SPECIAL MEETING TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE AT THE TIME OF THE SPECIAL -------------------------------------------------------------------------------- PONTEM CORPORATION Ticker: PNTM Security ID: G71707106 Meeting Date: JAN 13, 2023 Meeting Type: Special Record Date: DEC 16, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - Amend For For Management the Company's Articles to extend the date that the Company has to consummate a business combination from January 15, 2023 to July 15, 2023 or such earlier date as is determined by our Board to be in the best interests 2. Trust Amendment Proposal - Amend the For For Management Investment Management Trust Agreement, dated January 12, 2021, by and between the Company and Continental Stock Transfer & Trust Company ("Continental"), to extend the date on which Continental must liquidate the Trust 3. Adjournment Proposal - Adjourn the For For Management Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval o -------------------------------------------------------------------------------- POSHMARK INC. Ticker: POSH Security ID: 73739W104 Meeting Date: DEC 27, 2022 Meeting Type: Special Record Date: NOV 02, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of October 3, 2022 ("Merger Agreement"), by and among Poshmark, Inc., ("Poshmark"), NAVER Corporation, a public corporation organized under the laws of the Republic of Korea ("Parent" or "NAVER"), and Pr 2. To vote on a proposal to adjourn the For For Management Special Meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting (the "Adjournment Pr -------------------------------------------------------------------------------- POWER & DIGITAL INFRA ACQ II CORP Ticker: XPDB Security ID: 73919C100 Meeting Date: JUN 09, 2023 Meeting Type: Special Record Date: MAY 12, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - to For For Management amend the Company's amended and restated certificate of incorporation (the "Certificate") pursuant to amendments to the Certificate in the form set forth in paragraphs 3, 4, 8 and 9 of Annex A to the accompanying Prox 2. The Redemption Limitation Amendment For For Management Proposal - to amend the Certificate pursuant to amendments to the Certificate in the form set forth in paragraphs 5, 6. 7 and 10 of Annex A to the accompanying Proxy Statement to eliminate from the Certificate the limit 3. The Director Election Proposal - to For For Management re-elect Paul Gaynor as a Class I director of our board, to serve for a term of three years until 2026 or until his successor is elected and qualified (the "Director Election Proposal"). 4. The Auditor Ratification Proposal - to For For Management approve and ratify the appointment of Marcum LLP as the Company's independent accountants for the fiscal year ending December 31, 2023 (the "Auditor Ratification Proposal"). 5. The Adjournment Proposal - to approve For For Management the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, th -------------------------------------------------------------------------------- POWERUP ACQUISITION CORP. Ticker: PWUP Security ID: G7207P103 Meeting Date: MAY 18, 2023 Meeting Type: Special Record Date: APR 19, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - A For For Management special resolution to extend the date by which the Company must consummate an initial business combination from May 23, 2023 to May 23, 2024 by amending the Company's Amended and Restated Memorandum and Articles of Ass 2. The Adjournment Proposal - An ordinary For For Management resolution to adjourn the extraordinary general meeting of shareholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the -------------------------------------------------------------------------------- PRIMAVERA CAPITAL ACQUISITION CORP. Ticker: PV Security ID: G7255E109 Meeting Date: DEC 09, 2022 Meeting Type: Special Record Date: NOV 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution, Primavera Capital Acquisition Corporation's ("PCAC") entry into the Business Combination Agreement, dated as of March 23, 2022 (as amended, the "Bu 2. The Merger Proposal - To consider and For For Management vote upon a proposal to approve, by special resolutions, the merger of PCAC with and into Merger Sub 1 (with Merger Sub 1 surviving such merger), assuming the Business Combination Proposal is approved and adopted. 3. The Adjournment Proposal - To consider For For Management and vote upon a proposal to adjourn the meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated votes at the time of the meeting, PCAC is not au -------------------------------------------------------------------------------- PRIME IMPACT ACQUISITION I Ticker: PIAIU Security ID: G61074111 Meeting Date: SEP 13, 2022 Meeting Type: Special Record Date: AUG 05, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Proposal - By special For For Management resolution to amend Company's amended & restated memorandum & articles of association (i) extend from September 14, 2022 ("Original Termination Date') to December 14, 2022 ("Extended Date"), the date by which, if the Compan 2. The Adjournment Proposal - By ordinary For For Management resolution to approve the adjournment of the Extraordinary General Meeting by the chairman thereof to a later date, if necessary, under certain circumstances, to solicit additional proxies for the purpose of approvin -------------------------------------------------------------------------------- PRIME IMPACT ACQUISITION I Ticker: PIAI Security ID: G61074103 Meeting Date: SEP 13, 2022 Meeting Type: Special Record Date: AUG 05, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Proposal - By special For For Management resolution to amend Company's amended & restated memorandum & articles of association (i) extend from September 14, 2022 ("Original Termination Date') to December 14, 2022 ("Extended Date"), the date by which, if the Compan 2. The Adjournment Proposal - By ordinary For For Management resolution to approve the adjournment of the Extraordinary General Meeting by the chairman thereof to a later date, if necessary, under certain circumstances, to solicit additional proxies for the purpose of approvin -------------------------------------------------------------------------------- PRIVETERRA ACQUISITION CORP. Ticker: PMGM Security ID: 74275N102 Meeting Date: FEB 10, 2023 Meeting Type: Special Record Date: DEC 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend (the "Extension Amendment") For For Management the Company's Amended and Restated Certificate of Incorporation (our "charter") to extend the date by which the Company must consummate a business combination (as defined below) (the "Extension") from February 11, 2023 2. To approve the adjournment of the For For Management special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or if we determine that -------------------------------------------------------------------------------- PROGRESS ACQUISITION CORP. Ticker: PGRWU Security ID: 74327P204 Meeting Date: OCT 27, 2022 Meeting Type: Special Record Date: OCT 03, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from November 8, 2022 to May 8, 2023 or such earlier date as determined by 2. Adjournment Proposal: Adjourn the For For Management Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1. -------------------------------------------------------------------------------- PROMETHEUS BIOSCIENCES, INC. Ticker: RXDX Security ID: 74349U108 Meeting Date: JUN 15, 2023 Meeting Type: Special Record Date: MAY 15, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger (as it may be amended from time to time, the "Merger Agreement"), dated as of April 15, 2023, by and among Merck & Co., Inc., a New Jersey corporation ("Merck"), Splash Merger Sub, Inc., a Delaware corporation and 2. To approve, on a non-binding, advisory For For Management basis, certain compensation that will or may be paid or become payable to Prometheus' named executive officers that is based on or otherwise relates to the Merger. 3. To approve the adjournment of the For For Management special meeting to a later date or dates if necessary to solicit additional proxies if there are insufficient votes in person or by proxy to approve the proposal to adopt the Merger Agreement at the time of the special me -------------------------------------------------------------------------------- PROOF ACQUISITION CORP I Ticker: PACI Security ID: 74349W104 Meeting Date: MAY 19, 2023 Meeting Type: Special Record Date: APR 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - A For For Management proposal (the "Extension Amendment Proposal") to amend the Company's Amended and Restated Certificate of Incorporation (the "Certificate of Incorporation"), as set forth in Annex A of the accompanying Proxy Statement, 2) The Trust Agreement Amendment Proposal For For Management - A proposal (the "Trust Agreement Amendment Proposal") to approve the amendment to the Company's Investment Management Trust Agreement, dated as of November 30, 2021, by and between the Company and Continental Stock 3) The Adjournment Proposal - To adjourn For For Management the Special Meeting to a later date or dates, if necessary, either (x) to permit further solicitation and vote of proxies if, based on the tabulated vote at the time of the Special Meeting: (i) there are insufficient -------------------------------------------------------------------------------- PROPERTY SOLUTIONS ACQUISITION CORP. II Ticker: PSAG Security ID: 74350A108 Meeting Date: DEC 22, 2022 Meeting Type: Special Record Date: DEC 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: To amend For For Management the Company's Amended and Restated Certificate of Incorporation (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statement (the "Charter Amendment") to 2. The Trust Amendment Proposal: To amend For For Management the Investment Management Trust Agreement, dated March 3, 2021 (the "Trust Agreement"), by & between the Company & Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as trustee ("Co 3. The Adjournment Proposal: To approve For For Management the adjournment of the Special Meeting from time to time to solicit additional proxies in favor of the Amendment Proposals or if otherwise determined by the chairperson of the Special Meeting to be necessary or appropr -------------------------------------------------------------------------------- PROPTECH INVESTMENT CORPORATION II Ticker: PTIC Security ID: 743497109 Meeting Date: NOV 18, 2022 Meeting Type: Special Record Date: OCT 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The PTIC II Charter Amendment Proposal For For Management - To consider and vote upon a proposal to approve and adopt, assuming the Business Combination Proposal (as defined below) is adopted, the second amended and restated certificate of incorporation of PropTech Investme 2. The Business Combination Proposal - To For For Management consider and vote upon a proposal to adopt and approve (a) the Business Combination Agreement, dated as of May 17, 2022 (as amended, the "Business Combination Agreement"), by and among PTIC II, RW National Holdings, 3. The Appreciate Charter Proposal - To For For Management consider and vote upon a proposal to approve, assuming the Business Combination Proposal is approved and adopted, the proposed new certificate of incorporation (the "Proposed Appreciate Charter") of Appreciate Holdings 4A. The Advisory Governing Documents For For Management Proposal - To consider and separately vote upon approval on a non- binding advisory basis to give stockholders the opportunity to present their separate views on certain amendments to the PTIC II certificate of incorporati 4B. The Advisory Governing Documents For For Management Proposal - To consider and separately vote upon approval on a non- binding advisory basis to give stockholders the opportunity to present their separate views on certain amendments to the PTIC II certificate of incorporati 4C. The Advisory Governing Documents For For Management Proposal - To consider and separately vote upon approval on a non- binding advisory basis to give stockholders the opportunity to present their separate views on certain amendments to the PTIC II certificate of incorporati 4D. The Advisory Governing Documents For For Management Proposal - To consider and separately vote upon approval on a non- binding advisory basis to give stockholders the opportunity to present their separate views on certain amendments to the PTIC II certificate of incorporati 4E. The Advisory Governing Documents For For Management Proposal - To consider and separately vote upon approval on a non- binding advisory basis to give stockholders the opportunity to present their separate views on certain amendments to the PTIC II certificate of incorporati 4F. The Advisory Governing Documents For For Management Proposal - To consider and separately vote upon approval on a non- binding advisory basis to give stockholders the opportunity to present their separate views on certain amendments to the PTIC II certificate of incorporati 4G. The Advisory Governing Documents For For Management Proposal - To consider and separately vote upon approval on a non- binding advisory basis to give stockholders the opportunity to present their separate views on certain amendments to the PTIC II certificate of incorporati 4H. The Advisory Governing Documents For For Management Proposal - To consider and separately vote upon approval on a non- binding advisory basis to give stockholders the opportunity to present their separate views on certain amendments to the PTIC II certificate of incorporati 4I. The Advisory Governing Documents For For Management Proposal - To consider and separately vote upon approval on a non- binding advisory basis to give stockholders the opportunity to present their separate views on certain amendments to the PTIC II certificate of incorporati 5. The Nasdaq Proposal - To consider and For For Management vote upon a proposal to approve, assuming the Business Combination Proposal and the Appreciate Charter Proposal are approved and adopted, the issuance of more than 20% of the issued and outstanding shares of common st 6. The Equity Incentive Plan Proposal - For For Management To consider and vote upon a proposal to approve, assuming the condition precedent proposals are approved and adopted, the 2022 Equity Incentive Plan for Appreciate Holdings, Inc. 7. The Adjournment Proposal - To consider For For Management and vote upon a proposal to approve the adjournment of the Special Meeting of Stockholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based on tabulated votes at th -------------------------------------------------------------------------------- PROSPECTOR CAPITAL CORP. Ticker: PRSR Security ID: G7273A105 Meeting Date: JAN 05, 2023 Meeting Type: Special Record Date: NOV 23, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - as a special For For Management resolution, to amend the Company's Amended and Restated Memorandum and Articles of Association (the "Articles") pursuant to an amendment to the Articles in the form set forth in Annex A of the accompanying proxy state 2. The Liquidation Amendment Proposal - For For Management as a special resolution, to amend (the "Liquidation Amendment" and, together with the Extension Amendment, the "Articles Amendment") the Company's Articles pursuant to an amendment to the Articles in the form set forth 3. The Director Election Proposal - as an For For Management ordinary resolution, to re-elect Steve Altman as a Class I director of the Board until the general meeting of the Company to be held in 2025 or until his successor is appointed and qualified (the "Director Election P 4. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, either (x) to permit further solicitation and vote of proxies in the event that the -------------------------------------------------------------------------------- PS BUSINESS PARKS, INC. Ticker: PSB Security ID: 69360J107 Meeting Date: JUL 15, 2022 Meeting Type: Special Record Date: JUN 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To approve the merger (the "Company For For Management Merger") of Sequoia Merger Sub I LLC ("Merger Sub I"), a wholly owned subsidiary of Sequoia Parent LP ("Parent"), with and into PS Business Parks, Inc. (the "Company"), pursuant to the Agreement and Plan of Merger, date 2. To approve, on a non-binding, advisory For For Management basis, the compensation that may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the Company Merger. 3. To approve any adjournment of the For For Management special meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the special meeting to approve the proposal to approve the Company Merger. -------------------------------------------------------------------------------- PYROPHYTE ACQUISITION CORP. Ticker: PHYT Security ID: G7308P101 Meeting Date: APR 24, 2023 Meeting Type: Special Record Date: MAR 27, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal: as a special For For Management resolution, to amend the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statemen 2. The Liquidation Amendment Proposal - For For Management as a special resolution, to amend (the "Liquidation Amendment") the Charter pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statement to permit the Company's board of 3. The Redemption Limitation Amendment For For Management Proposal - as a special resolution, to amend (the "Redemption Limitation Amendment") the Charter pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statement to eliminate 4. The Founder Share Amendment Proposal - For For Management as a special resolution, to amend (the "Founder Share Amendment") the Charter pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statement to amend the Charter to provi 5. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, to (i) permit further solicitation and vote of proxies in the event that there are -------------------------------------------------------------------------------- RADIUS GLOBAL INFRASTRUCTURE, INC. Ticker: RADI Security ID: 750481103 Meeting Date: JUN 15, 2023 Meeting Type: Special Record Date: MAY 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To consider and vote on the proposal For For Management to adopt the Merger Agreement, dated as of March 1, 2023, by and among Radius Global Infrastructure, Inc. (the "Company"), APW OpCo LLC, Chord Parent, Inc., Chord Merger Sub I, Inc. and Chord Merger Sub II, LLC, as it 2. To consider and vote on the proposal For For Management to approve, on an advisory (nonbinding) basis, the compensation that will or may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the Merger Agreement and the 3. To consider and vote on any proposal For For Management to adjourn the Special Meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. -------------------------------------------------------------------------------- RADIUS GLOBAL INFRASTRUCTURE, INC. Ticker: RADI Security ID: 750481103 Meeting Date: JUN 22, 2023 Meeting Type: Annual Record Date: APR 26, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a. Election of Director: Paul A. Gould For For Management 1b. Election of Director: Antoinette Cook For For Management Bush 1c. Election of Director: Thomas C. King For For Management 1d. Election of Director: Nick S. Advani For For Management 1e. Election of Director: Ashley Leeds For For Management 2. To ratify the appointment of KPMG LLP For For Management as our independent registered public accounting firm for the fiscal year ending December 31, 2023. 3. To approve, on a non-binding advisory For For Management basis, the compensation of our named executive officers. -------------------------------------------------------------------------------- RANGER OIL CORPORATION Ticker: ROCC Security ID: 70788V102 Meeting Date: JUN 16, 2023 Meeting Type: Special Record Date: MAY 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To approve the terms of the Agreement For For Management & Plan of Merger, dated as of 02/27/2023, between Ranger & Baytex Energy Corp., a company incorporated under the Business Corporations Act (Alberta) ("Baytex"), as modified by that certain Joinder Agreement, dated as 2. To approve, by a non-binding advisory For For Management vote, certain compensation that may be paid or become payable to Ranger's named executive officers that is based on or otherwise relates to the company merger. 3. To adjourn the Ranger special meeting For For Management to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to approve the Merger Agreement at the time of the Ranger special meeting. -------------------------------------------------------------------------------- RCF ACQUISITION CORP. Ticker: RCFA Security ID: G7330C102 Meeting Date: MAY 09, 2023 Meeting Type: Special Record Date: MAR 30, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - as a special For For Management resolution, to amend (the "Extension Amendment") RCF Acquisition Corp.'s (the "Company") Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amendment to the Charter in the form 2. The Liquidation Amendment Proposal - For For Management as a special resolution, to amend (the "Liquidation Amendment") the Charter pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statement to permit the Company's board of 3. The Redemption Limitation Amendment For For Management Proposal - as a special resolution, to amend (the "Redemption Limitation Amendment") the Charter pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statement to eliminate 4. The Founder Share Amendment Proposal - For For Management as a special resolution, to amend (the "Founder Share Amendment" and, together with the Extension Amendment, the Liquidation Amendment and the Redemption Limitation Amendment, the "Charter Amendments") the Charter pu 5. The Director Election Proposal - as an For For Management ordinary resolution, to re-elect each of Elodie Grant Goodey and Timothy Baker as a Class I director of the Board until the general meeting of the Company to be held in 2026 or until his or her successor is appointed 6. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, to (i) permit further solicitation and vote of proxies in the event that there are -------------------------------------------------------------------------------- REDWOODS ACQUISITION CORP Ticker: RWOD Security ID: 758083109 Meeting Date: MAR 31, 2023 Meeting Type: Special Record Date: FEB 27, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend the Company's Amended and For For Management Restated Certificate of Incorporation (our "charter") to allow the Company to extend the date by which the Company must consummate a business combination (the "Extension") from 04/04/2023 (the date is 12 months from the 2. To amend Investment Management Trust For For Management Agreement, dated 03/30/2022 (the "Trust Agreement"), between the Company and Continental Stock Transfer & Trust Company (the "Trustee"), to allow the Company to extend the date on which Trustee must liquidate the trust 3. To approve adjournment of the special For For Management meeting to a later date if necessary, to permit further solicitation and vote of proxies in event there are insufficient votes to approve the Extension Amendment Proposal or the Trust Amendment Proposal or if we deter -------------------------------------------------------------------------------- RESEARCH ALLIANCE CORP II Ticker: RACB Security ID: 760873109 Meeting Date: DEC 02, 2022 Meeting Type: Special Record Date: OCT 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: To amend For For Management the Amended and Restated Certificate of Incorporation (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statement ("Charter Amendment") to amend the date 2. The Trust Amendment Proposal: Amend For For Management the Company's investment management trust agreement, dated as of May 27, 2021, by and between the Company and Continental Stock Transfer & Trust Company, (i) allowing the Company to extend the business combination perio 3. The Adjournment Proposal: To approve For For Management the adjournment of the Special Meeting from time to time to solicit additional proxies in favor of the Amendment Proposals or if otherwise determined by the chairperson of the Special Meeting to be necessary or appropr -------------------------------------------------------------------------------- REVOLUTION HEALTHCARE ACQUISITION CORP. Ticker: REVH Security ID: 76155Y108 Meeting Date: DEC 02, 2022 Meeting Type: Special Record Date: OCT 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: To amend For For Management the Company's Amended and Restated Certificate of Incorporation (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statement (the "Charter Amendment") to 2. The Trust Amendment Proposal: To amend For For Management the Investment Management Trust Agreement, dated March 17, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as trustee 3. The Adjournment Proposal: To approve For For Management the adjournment of the Special Meeting from time to time to solicit additional proxies in favor of the Amendment Proposals or if otherwise determined by the chairperson of the Special Meeting to be necessary or appropr -------------------------------------------------------------------------------- RIVERVIEW ACQUISITION CORP Ticker: RVAC Security ID: 769395104 Meeting Date: AUG 25, 2022 Meeting Type: Special Record Date: AUG 03, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - To For For Management consider and vote upon a proposal to approve and adopt the Transaction Agreement, dated as of April 4, 2022 (the "Transaction Agreement"), by and among Riverview Acquisition Corp. ("Riverview"), Westrock Coffee Holdi 2. The Nasdaq Proposal - To consider and For For Management vote upon a proposal to approve, for the purposes of complying with Nasdaq Listing Rule 563(a), (b) and (d), the issuance of more than 20% of the issued and outstanding shares of common stock of Riverview, in connecti 3. The Adjournment Proposal - To consider For For Management and vote upon a proposal to adjourn the special meeting of Riverview (the "Riverview Special Meeting") to a later date or time, if necessary, to permit further solicitation of proxies if, based upon the tabulated vot -------------------------------------------------------------------------------- RMG ACQUISITION CORP. III Ticker: RMGC Security ID: G76088106 Meeting Date: JAN 11, 2023 Meeting Type: Special Record Date: NOV 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - as a special For Against Management resolution, to amend and restate the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amended and restated Charter in the form set forth in Annex A of the accompanyi 2. The Adjournment Proposal - as an For Against Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, to permit further solicitation and vote of proxies in the event that there are insu -------------------------------------------------------------------------------- ROC ENERGY ACQUISITION CORP. Ticker: ROC Security ID: 77118V108 Meeting Date: JUN 01, 2023 Meeting Type: Special Record Date: MAY 08, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Charter Amendment Proposal - a For For Management proposal to amend the Company's amended and restated certificate of incorporation (the "Existing Charter") in the form set forth in Annex A to the accompanying Proxy Statement (the "Amended Charter"). We refer to this am 2. Trust Amendment Proposal - a proposal For For Management to amend the Investment Management Trust Agreement, dated December 1, 2021, between us and Continental Stock Transfer & Trust Company ("Continental" and such agreement the "Trust Agreement") pursuant to an amendment i 3. The Adjournment Proposal - a proposal For For Management to approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connecti -------------------------------------------------------------------------------- ROC ENERGY ACQUISITION CORP. Ticker: ROC Security ID: 77118V108 Meeting Date: JUN 01, 2023 Meeting Type: Special Record Date: MAY 08, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - to For For Management consider and vote upon a proposal to (a) approve and adopt the Agreement and Plan of Merger, dated as of February 13, 2023 (the "Business Combination Agreement"), among ROC, ROC Merger Sub, Inc., a Delaware corporati 2. The Nasdaq Proposal - to consider and For For Management vote upon a proposal to approve, for purposes of complying with applicable listing rules of the Nasdaq Global Market, (a) the issuance of up to 23,253,533 shares of common stock, par value $0.0001 per share, of ROC (t 3. The Charter Proposal - to consider and For For Management vote upon a proposal to approve the proposed amended and restated certificate of incorporation of ROC (the "Proposed Charter"), which will replace ROC's Amended and Restated Certificate of Incorporation, dated Decemb 4. The Incentive Plan Proposal - to For For Management consider and vote upon a proposal to approve the 2023 Omnibus Incentive Plan (the "2023 Plan"), a copy of which is attached to the accompanying proxy statement/prospectus/consent solicitation statement as Annex C, includin 5. The Director Election Proposal - to For For Management consider and vote upon a proposal to elect C. Richard Vermillion, Thomas O. Hicks, Wayne Prejean, Eric Neuman, Curt Crofford, Jack Furst and Daniel J. Kimes to serve as directors to serve staggered terms on the board, e 6. The Adjournment Proposal - to consider For For Management and vote upon a proposal to approve the adjournment of the special meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insuffi -------------------------------------------------------------------------------- ROGERS CORPORATION Ticker: ROG Security ID: 775133101 Meeting Date: MAY 04, 2023 Meeting Type: Annual Record Date: MAR 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1..1 DIRECTOR-Keith L. Barnes For For Management 1..2 DIRECTOR-Larry L. Berger For For Management 1..3 DIRECTOR-Megan Faust For For Management 1..4 DIRECTOR-R. Colin Gouveia For For Management 1..5 DIRECTOR-Armand F. Lauzon, Jr. For For Management 1..6 DIRECTOR-Ganesh Moorthy For For Management 1..7 DIRECTOR-Jeffrey J. Owens For For Management 1..8 DIRECTOR-Anne K. Roby For For Management 1..9 DIRECTOR-Peter C. Wallace For For Management 2. To ratify the selection of For For Management PricewaterhouseCoopers LLP ("PwC") as our independent auditor for 2023. 3. To approve, on a non-binding advisory For For Management basis, the compensation paid to our named executive officers. 4. To approve, on a non-binding advisory 1 Year 1 Year Management basis, the frequency of future non-binding advisory votes on the compensation paid to our named executive officers. -------------------------------------------------------------------------------- ROSE HILL ACQUISITION CORP Ticker: ROSE Security ID: G7637J107 Meeting Date: JAN 12, 2023 Meeting Type: Special Record Date: NOV 30, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - As a special For For Management resolution, to amend the Company's Amended and Restated Articles of Association (the "Articles") pursuant to an amendment to the Articles in the form set forth in Annex A of the accompanying proxy statement under the 2. The Clarification Proposal - As a For For Management special resolution, and consistent with the Company's intention and prior disclosure, to amend the Articles pursuant to an amendment to the Articles in the form set forth in Annex A of the accompanying proxy statement und 3. The Adjournment Proposal: As an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting by the chairperson thereof to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that th -------------------------------------------------------------------------------- ROSS ACQUISITION CORP II Ticker: ROSS Security ID: G7641C106 Meeting Date: MAR 13, 2023 Meeting Type: Special Record Date: FEB 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - as For For Management a special resolution, to amend our Amended and Restated Memorandum and Articles of Association to extend the date by which the Company must consummate a Business Combination from March 16, 2023 to September 16, 2023, 2. The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the extraordinary general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes -------------------------------------------------------------------------------- ROTH CH ACQUISITION V CO. Ticker: ROCL Security ID: 77867R100 Meeting Date: MAY 17, 2023 Meeting Type: Special Record Date: MAY 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. EXTENSION AMENDMENT - APPROVAL OF AN For For Management AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO ALLOW THE COMPANY TO EXTEND THE DATE BY WHICH THE COMPANY HAS TO CONSUMMATE A BUSINESS COMBINATION UP TO SIX (6) TIMES, EACH SUCH EXTENSIO 2. ADJOURNMENT - APPROVAL TO DIRECT THE For For Management CHAIRPERSON OF THE SPECIAL MEETING TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE AT THE TIME OF THE MEETING, -------------------------------------------------------------------------------- RXR ACQUISITION CORP. Ticker: RXRA Security ID: 74981W107 Meeting Date: DEC 15, 2022 Meeting Type: Special Record Date: NOV 17, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Early Termination Proposal - Amend the For For Management Company's amended and restated certificate of incorporation (the "Certificate of Incorporation") to change the date by which the Company must consummate a Business Combination from March 8, 2023 (the "Original Termin 2. Early Termination Trust Amendment For For Management Proposal - Amend the Investment Management Trust Agreement, dated March 3, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, a New York corporation, as trustee to cha 3. Adjournment Proposal- Adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient shares of com -------------------------------------------------------------------------------- SEAGEN INC. Ticker: SGEN Security ID: 81181C104 Meeting Date: MAY 30, 2023 Meeting Type: Special Record Date: APR 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To consider and vote on the proposal For For Management to adopt the Agreement and Plan of Merger (as it may be amended or supplemented from time to time, the "merger agreement"), dated March 12, 2023, by and among Seagen Inc. ("Seagen"), Pfizer Inc. ("Pfizer") and Aris Mer 2. To consider and vote on the proposal For For Management to approve, on a non-binding, advisory basis, certain compensation arrangements for Seagen's named executive officers in connection with the merger (the "compensation proposal"). -------------------------------------------------------------------------------- SEAGEN INC. Ticker: SGEN Security ID: 81181C104 Meeting Date: MAY 31, 2023 Meeting Type: Annual Record Date: APR 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a. Election of Class I Director: David W. For For Management Gryska 1b. Election of Class I Director: John A. For For Management Orwin 1c. Election of Class I Director: Alpna H. For For Management Seth, Ph.D. 2. Approve, on an advisory basis, the For For Management compensation of Seagen's named executive officers as disclosed in the accompanying proxy statement. 3. Indicate, on an advisory basis, the 1 Year 1 Year Management preferred frequency of shareholder advisory votes on the compensation of Seagen's named executive officers. 4. Approve the amendment and restatement For For Management of the Seagen Inc. Amended and Restated 2007 Equity Incentive Plan to, among other things, increase the aggregate number of shares of common stock authorized for issuance thereunder by 5,190,000 shares. 5. Ratify the appointment of For For Management PricewaterhouseCoopers LLP as Seagen's independent registered public accounting firm for the fiscal year ending December 31, 2023. -------------------------------------------------------------------------------- SEAPORT CALIBRE MATERIALS ACQ. CORP. Ticker: SCMA Security ID: 812204105 Meeting Date: JAN 31, 2023 Meeting Type: Special Record Date: JAN 05, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: A For For Management proposal to amend the Company's amended and restated certificate of incorporation by allowing us to extend (the "Extension") the date by which we have to consummate a business combination (the "Combination Period") for an a 2. Trust Amendment Proposal: A proposal For For Management to amend the Investment Management Trust Agreement, dated October 27, 2021, (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Company (the "Trustee"), pursuant to an amendment to the 3. Adjournment Proposal: A proposal to For For Management approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection wi -------------------------------------------------------------------------------- SEMPER PARATUS ACQUISITION CORPORATION Ticker: LGST Security ID: G8028L107 Meeting Date: FEB 03, 2023 Meeting Type: Special Record Date: JAN 12, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - A For For Management special resolution to extend the date by which the Company must consummate an initial business combination from February 8, 2023 to December 15, 2023 by amending the Company's Amended and Restated Memorandum and Articl 2) The Adjournment Proposal - An ordinary For For Management resolution to adjourn the extraordinary general meeting of shareholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the -------------------------------------------------------------------------------- SEMPER PARATUS ACQUISITION CORPORATION Ticker: LGSTU Security ID: G8028L123 Meeting Date: FEB 03, 2023 Meeting Type: Special Record Date: JAN 12, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - A For For Management special resolution to extend the date by which the Company must consummate an initial business combination from February 8, 2023 to December 15, 2023 by amending the Company's Amended and Restated Memorandum and Articl 2) The Adjournment Proposal - An ordinary For For Management resolution to adjourn the extraordinary general meeting of shareholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the -------------------------------------------------------------------------------- SENIOR CONNECT ACQUISITION CORP. I Ticker: SNRH Security ID: 81723H108 Meeting Date: DEC 09, 2022 Meeting Type: Special Record Date: NOV 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal: Amend the For For Management Company's Amended and Restated Certificate of Incorporation pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy statement to extend the date by which the Company must either 2. The Adjournment Proposal: Approve the For For Management adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the ap -------------------------------------------------------------------------------- SHELTER ACQUISITION CORPORATION I Ticker: SHQA Security ID: 822821104 Meeting Date: DEC 21, 2022 Meeting Type: Special Record Date: NOV 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date that the Company has to consummate a business combination from January 2, 2023 to June 30, 2023 or such earlier date as determined by ou 2. Trust Amendment Proposal: Amend the For For Management Investment Management Trust Agreement, dated June 29, 2021, by and between the Company and Continental Stock Transfer & Trust Company ("Continental"), to extend the date on which Continental must liquidate the Trust Acc 3. Adjournment: Adjourn the Special For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 or Proposal -------------------------------------------------------------------------------- SHOULDERUP TECHNOLOGY ACQUISITION CORP. Ticker: SUAC Security ID: 82537G104 Meeting Date: APR 20, 2023 Meeting Type: Special Record Date: MAR 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment - A proposal to For For Management amend the Company's Amended and Restated Certificate of Incorporation, by extending the date by which it has to consummate a business combination six (6) months, from May 19, 2023 to November 19, 2023 (i.e., for a period 2. Trust Amendment - A proposal to amend For For Management the Company's investment management trust agreement, dated as of November 19, 2021, by and between the Company and Continental Stock Transfer & Trust Company, allowing the Company to extend the Combination Period six -------------------------------------------------------------------------------- SIERRA WIRELESS, INC. Ticker: SWIR Security ID: 826516106 Meeting Date: SEP 27, 2022 Meeting Type: Special Record Date: AUG 23, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1 To consider, if deemed advisable, to For For Management pass, with or without variation, a special resolution of Securityholders, the full text of which is attached as Appendix C to the management information circular of Sierra Wireless, Inc. (the "Company") dated August 26 -------------------------------------------------------------------------------- SIGNIFY HEALTH, INC. Ticker: SGFY Security ID: 82671G100 Meeting Date: OCT 31, 2022 Meeting Type: Special Record Date: SEP 26, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated September 2, 2022 (the "Merger Agreement"), by and among Signify Health, Inc. ("Signify"), CVS Pharmacy, Inc. ("CVS"), and Noah Merger Sub, Inc. ("Merger Subsidiary"), pursuant to which, among other things, 2. To adjourn the Special Meeting to a For For Management later date or dates, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. -------------------------------------------------------------------------------- SILICON MOTION TECHNOLOGY CORP. Ticker: SIMO Security ID: 82706C108 Meeting Date: AUG 31, 2022 Meeting Type: Special Record Date: JUL 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. As a special resolution that (a) the For For Management acquisition of the Company by MaxLinear, Inc., a Delaware corporation ("Parent"), including (i) the Agreement and Plan of Merger, dated May 5, 2022 (as it may be amended from time to time, the "Merger Agreement"), by a 2. If necessary, as an ordinary For For Management resolution that the chairman of the extraordinary general meeting be and is hereby instructed to adjourn the extraordinary general meeting in order to allow the Company to solicit additional proxies if there are insufficient v -------------------------------------------------------------------------------- SILICON MOTION TECHNOLOGY CORP. Ticker: SIMO Security ID: 82706C108 Meeting Date: SEP 28, 2022 Meeting Type: Annual Record Date: AUG 11, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To re-elect Mr. Tsung-Ming Chung and For For Management Mr. Han-Ping D. Shieh as the directors of the Company, who retire by rotation pursuant to the Articles. 2. To ratify the selection of Deloitte & For For Management Touche as independent auditors of the Company for the fiscal year ending on December 31, 2022 and authorize the directors to fix their remuneration. -------------------------------------------------------------------------------- SILVER CREST ACQUISITION CORPORATION Ticker: SLCR Security ID: G81355102 Meeting Date: AUG 18, 2022 Meeting Type: Special Record Date: JUN 06, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - to For For Management consider and vote upon, as an ordinary resolution, a proposal to approve and authorize the Agreement and Plan of Merger, dated as of August 13, 2021, by and among Silver Crest Acquisition Corporation, TH Internationa 2. The Merger Proposal - to consider and For For Management vote upon, as a special resolution, a proposal to approve and authorize the First Merger and the Plan of Merger by and among Silver Crest, Merger Sub and THIL, substantially in the form attached to the accompanying pr 3. The Adjournment Proposal - to consider For For Management and vote upon, as an ordinary resolution, a proposal to adjourn the extraordinary general meeting to a later date or dates to be determined by the chairman of the extraordinary general meeting, if necessary, to permi -------------------------------------------------------------------------------- SILVER SPIKE ACQUISITION CORP II Ticker: SPKB Security ID: G8201H105 Meeting Date: MAR 10, 2023 Meeting Type: Special Record Date: FEB 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - To For For Management amend SSPK's Articles to extend the date (the "Termination Date") by which SSPK has to consummate a Business Combination from March 15, 2023 to June 15, 2023 and to allow SSPK, without another shareholder vote, to ele 2. The Redemption Limitation Amendment For For Management Proposal - To amend SSPK's Articles to eliminate from the Articles the limitation that SSPK shall not redeem Class A Ordinary Shares included as part of the units sold in the IPO ("Public Shares") to the extent that suc 3. The Founder Conversion Amendment For For Management Proposal - To amend, by way of special resolution, the Company's Articles, as provided by the third resolution in the form set forth in Annex A to the accompanying proxy statement (the "Founder Conversion Amendment" and su 4. The Adjournment Proposal - To adjourn For For Management the Shareholder Meeting to a later date, if necessary, (i) to permit further solicitation and vote of proxies if there are insufficient Class A Ordinary Shares and Class B Ordinary Shares to approve the proposals, (ii -------------------------------------------------------------------------------- SIMON PROPERTY GROUP ACQ. HOLDINGS, INC. Ticker: SPGS Security ID: 82880R103 Meeting Date: DEC 15, 2022 Meeting Type: Special Record Date: NOV 23, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The First Charter Amendment Proposal For For Management -- To amend the Company's Amended and Restated Certificate of Incorporation, in the form set forth in Annex A to the accompanying proxy statement, to eliminate the provision that the Company's ability to provide for ou 2. The Second Charter Amendment Proposal For For Management -- To amend the Certificate of Incorporation, in the form set forth in Annex B to the accompanying proxy statement, to change the date by which the Company must either (a) consummate an Initial Business Combination, o 3. The Trust Amendment Proposal -- To For For Management amend the Investment Management Trust Agreement, dated February 18, 2021, between the Company and Continental Stock Transfer & Trust Co., pursuant to an amendment, in the form set forth in Annex C of the accompanying pro 4. The Adjournment Proposal -- To adjourn For For Management the Special Meeting to a later date or dates, if necessary, if, at the time of the Special Meeting, there are not sufficient votes to approve the First Charter Amendment Proposal, the Second Charter Amendment Proposa -------------------------------------------------------------------------------- SIMON PROPERTY GROUP ACQ. HOLDINGS, INC. Ticker: SPGSU Security ID: 82880R202 Meeting Date: DEC 15, 2022 Meeting Type: Special Record Date: NOV 23, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The First Charter Amendment Proposal For For Management -- To amend the Company's Amended and Restated Certificate of Incorporation, in the form set forth in Annex A to the accompanying proxy statement, to eliminate the provision that the Company's ability to provide for ou 2. The Second Charter Amendment Proposal For For Management -- To amend the Certificate of Incorporation, in the form set forth in Annex B to the accompanying proxy statement, to change the date by which the Company must either (a) consummate an Initial Business Combination, o 3. The Trust Amendment Proposal -- To For For Management amend the Investment Management Trust Agreement, dated February 18, 2021, between the Company and Continental Stock Transfer & Trust Co., pursuant to an amendment, in the form set forth in Annex C of the accompanying pro 4. The Adjournment Proposal -- To adjourn For For Management the Special Meeting to a later date or dates, if necessary, if, at the time of the Special Meeting, there are not sufficient votes to approve the First Charter Amendment Proposal, the Second Charter Amendment Proposa -------------------------------------------------------------------------------- SIZZLE ACQUISITION CORP. Ticker: SZZL Security ID: 83014E109 Meeting Date: DEC 19, 2022 Meeting Type: Special Record Date: NOV 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from February 8, 2023 to August 8, 2023 (or such earlier date as determine 2a. To re-elect the following director as For For Management Class I director (to serve until the annual meeting of stockholders of the Company to be held in 2025 or until a successor is elected and qualified or their earlier resignation or removal): David Perlin 2b. To re-elect the following director as For For Management Class I director (to serve until the annual meeting of stockholders of the Company to be held in 2025 or until a successor is elected and qualified or their earlier resignation or removal): Carolyn Trabuco 3. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 or Proposa -------------------------------------------------------------------------------- SIZZLE ACQUISITION CORP. Ticker: SZZL Security ID: 83014E109 Meeting Date: FEB 01, 2023 Meeting Type: Special Record Date: JAN 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from February 8, 2023 to August 8, 2023 (or such earlier date as determin 2. Adjournment Proposal - Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1. -------------------------------------------------------------------------------- SLAM CORP. Ticker: SLAM Security ID: G8210L105 Meeting Date: FEB 21, 2023 Meeting Type: Special Record Date: JAN 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution that: 1a. Article 49.7 of Slam's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 49.7: ...Due to space 2. The Redemption Limitation Amendment For For Management Proposal - RESOLVED, as a special resolution that: 2a. Article 49.2(b) of Slam's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 49.2(b) 3. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of -------------------------------------------------------------------------------- SLAM CORP. Ticker: SLAM Security ID: G8210L105 Meeting Date: JUN 23, 2023 Meeting Type: Annual Record Date: MAY 22, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Director Election Proposal-RESOLVED, For For Management as an ordinary resolution of the holders of the Class B Ordinary Shares of the Company, that each of Mr. Himanshu Gulati and Mr. Alex Rodriguez be re-appointed as a Class I director on the Company's board of directors 2. Auditor Ratification For For Management Proposal-RESOLVED, as an ordinary resolution, that the appointment of WithumSmith+Brown, P.C. as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2023 be ratified, approved and c 3. Adjournment Proposal-RESOLVED, as an For For Management ordinary resolution, that the adjournment of the annual general meeting to a later time, date and place to be determined by the chairman of the annual general meeting be and is hereby authorized and approved. -------------------------------------------------------------------------------- SOCIAL CAPITAL SUVRETTA HLDGS CORP I Ticker: DNAA Security ID: G8253T106 Meeting Date: AUG 18, 2022 Meeting Type: Special Record Date: JUL 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Business Combination Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution and adopt the Agreement and Plan of Merger, dated as of January 26, 2022 (the "Merger Agreement"), by and among SCS, Karibu Merger Sub, Inc. ("Merge 2. The Domestication Proposal - To For For Management consider and vote upon a proposal to approve by special resolution, the change of SCS's jurisdiction of incorporation by deregistering as an exempted company in the Cayman Islands and continuing and domesticating as a corpo 3. Organizational Documents Proposal A - For For Management As a special resolution, the change in the authorized share capital of SCS from 500,000,000 Class A ordinary shares, par value $0.0001 per share, 50,000,000 Class B ordinary shares, par value $0.0001 per share (the "S 4. Organizational Documents Proposal B - For For Management As a special resolution, the issue of any or all shares of Akili, Inc. preferred stock in one or more classes or series by the board of directors of Akili,Inc., with such terms and conditions as may be expressly deter 5. Organizational Documents Proposal C - For For Management As a special resolution, the adoption of the Proposed Certificate of Incorporation and the Proposed Bylaws in connection with the consummation of the Business Combination (copies of which are attached to the proxy sta 6. The Director Appointment Proposal - For For Management For the holders of the SCS Class B ordinary shares, to consider and vote upon a proposal to approve by ordinary resolution, assuming the Business Combination Proposal, the Domestication Proposal and the Organizational D 7. The Stock Issuance Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution for purposes of complying with the applicable provisions of Nasdaq Rule 5635, the issuance of Akili, Inc. common stock to (a) the PIPE Investors (as defin 8. The Incentive Plan Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution, the 2022 Stock Option and Incentive Plan. 9. The ESPP Proposal - To consider and For For Management vote upon a proposal to approve by ordinary resolution, the 2022 Employee Stock Purchase Plan. 10. The Auditor Ratification Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution the ratification of the appointment of Marcum LLP as the independent registered public accountants of SCS to audit and report upon SCS's consolidate 11. The Adjournment Proposal - To consider For For Management and vote upon a proposal to approve by ordinary resolution the adjournment of the extraordinary general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event -------------------------------------------------------------------------------- SOCIAL CAPITAL SUVRETTA HLDGS CORP III Ticker: DNAC Security ID: G8253W109 Meeting Date: JUL 11, 2022 Meeting Type: Special Record Date: JUN 02, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Business Combination Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution the Business Combination Agreement, dated as of January 18, 2022 (as it may be amended from time to time, the "Business Combination Agreement"), by and 2a. Organizational Documents Proposal 2A - For For Management as a special resolution, a change in the name of SCS to "ProKidney Corp." 2b. Organizational Documents Proposal 2B - For For Management as an ordinary resolution, an increase of authorized number of SCS Class B ordinary shares of a par value of US$0. 0001 each from 50,000,000 to 500,000,000 (the "Increase") such that following the Increase, the author 2c. Organizational Documents Proposal 2C - For For Management as a special resolution, the amendment and restatement of SCS's current memorandum and articles of association (the "Memorandum and Articles of Association") with the second amended and restated memorandum and articl 3. Stock Issuance Proposal - For the For For Management purposes of complying with the applicable listing rules of the Nasdaq Capital Market, to consider and vote upon a proposal to approve by ordinary resolution the issuance of (x) New ProKidney's Class B ordinary shares, par 4a. Director Appointment Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution of the holders of SCS Class B ordinary shares that Tim Bertram, Ph.D. be appointed to serve as a Class III director on New ProKidney's Board upon the co 4b. Director Appointment Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution of the holders of SCS Class B ordinary shares that Pablo Legorreta be appointed to serve as a Class III director on New ProKidney's Board upon the consu 4c. Director Appointment Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution of the holders of SCS Class B ordinary shares that William F. Doyle be appointed to serve as a Class I director on New ProKidney's Board upon the consum 4d. Director Appointment Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution of the holders of SCS Class B ordinary shares that Alan M. Lotvin, M.D. be appointed to serve as a Class I director on New ProKidney's Board upon the co 4e. Director Appointment Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution of the holders of SCS Class B ordinary shares that Brian J. G. Pereira, M.D. be appointed to serve as a Class I director on New ProKidney's Board upon t 4f. Director Appointment Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution of the holders of SCS Class B ordinary shares that Uma Sinha, Ph.D. be appointed to serve as a Class III director on New ProKidney's Board upon the cons 4g. Director Appointment Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution of the holders of SCS Class B ordinary shares that John M. Maraganore, Ph.D. be appointed to serve as a Class II director on New ProKidney's Board upon 4h. Director Appointment Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution of the holders of SCS Class B ordinary shares that Jose Ignacio Jimenez Santos be appointed to serve as a Class II director on New ProKidney's Board upo 5. Incentive Equity Plan Proposal - To For For Management consider and vote upon a proposal to approve by ordinary resolution the ProKidney Corp. 2022 Incentive Equity Plan. 6. Employee Stock Purchase Plan Proposal For For Management - To consider and vote upon a proposal to approve by ordinary resolution the ProKidney Corp. Employee Stock Purchase Plan. 7. Auditor Ratification Proposal - To For For Management consider and vote upon a proposal to approve the appointment by SCS's audit committee of Marcum LLP as the independent registered public accountants to SCS to audit and report on SCS's consolidated financial statements f 8. Adjournment Proposal - To consider and For For Management vote upon a proposal to approve by ordinary resolution the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation of proxies in the event that there ar -------------------------------------------------------------------------------- SOCIAL LEVERAGE ACQUISITION CORP. I Ticker: SLAC Security ID: 83363K102 Meeting Date: DEC 20, 2022 Meeting Type: Special Record Date: NOV 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Approval of an amendment to the For For Management Company's Amended and Restated Certificate of Incorporation to extend the date by which the Company has to consummate a business combination (the "Extension") for an additional three months, from February 17, 2023 (the "Cur 2. Approval of an amendment to the For For Management Company's Amended and Restated Certificate of Incorporation to eliminate from the charter the limitation that the Company may not redeem public shares to the extent that such redemption would result in the Company having ne 3. Adjourn the special meeting to a later For For Management date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 and Proposal 2. -------------------------------------------------------------------------------- SOFTWARE ACQUISITION GROUP, INC. III Ticker: SWAG Security ID: 83407J103 Meeting Date: AUG 22, 2022 Meeting Type: Special Record Date: JUL 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1) The Business Combination Proposal - To For For Management consider and vote upon a proposal (the "Business Combination Proposal") to approve the Agreement and Plan of Merger, dated as of February 14, 2022 (as amended on April 20, 2022 and as it may be further amended, suppl 2) The Charter Approval Proposal - To For For Management consider and vote upon a proposal (the "Charter Approval Proposal") to adopt the Second Amended and Restated Certificate of Incorporation (the "Proposed Charter"). 3) The Governance Proposal - To consider For For Management and act upon, on a non binding advisory basis, a separate proposal (the "Governance Proposal") with respect to certain governance provisions in the Proposed Charter in accordance with United States Securities and Exch 4) The Director Election Proposal - To For For Management consider and vote upon a proposal (the "Director Election Proposal") to elect seven directors to serve on the Board of Directors of the Post- Combination Company (the "Board") until the 2023 annual meeting of stockholde 5) The Nasdaq Proposal - To consider and For For Management vote upon a proposal (the "Nasdaq Proposal") to approve, for purposes of complying with applicable listing rules of Nasdaq: (i) the issuance of shares of SWAG Class A Common Stock to Nogin Stockholders pursuant to the 6) The Incentive Plan Proposal - To For For Management consider and vote upon a proposal (the "Incentive Plan Proposal") to approve and adopt the Incentive Plan (as defined herein). 7) The Adjournment Proposal - To consider For For Management and vote upon a proposal (the "Adjournment Proposal" and, each of the Business Combination Proposal, the Charter Approval Proposal, the Governance Proposal, the Nasdaq Proposal, the Director Election Proposal, the In -------------------------------------------------------------------------------- SOUTHPORT ACQUISITION CORPORATION Ticker: PORT Security ID: 84465L105 Meeting Date: JUN 09, 2023 Meeting Type: Special Record Date: MAY 12, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. A proposal to amend the Amended and For For Management Restated Certificate of Incorporation of Southport Acquisition Corporation (the "Company") to extend the date by which the Company must consummate an initial business combination (the "Extension") from June 14, 2023 (th 2. A proposal to approve the adjournment For For Management of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or if we det -------------------------------------------------------------------------------- SPORTSMAP TECH ACQUISITION CORP Ticker: SMAP Security ID: 84921J108 Meeting Date: APR 14, 2023 Meeting Type: Special Record Date: MAR 21, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To approve an amendment the Company's For For Management amended and restated certificate of incorporation to extend the date by which the Company must consummate a business combination or, if it fails to do so, cease its operations and redeem or repurchase 100% of the shar 2. To approve an amendment to the For For Management Investment Management Trust Agreement, dated October 18, 2021, by and between the Company and Continental Stock Transfer & Company, to authorize the Extension contemplated by Proposal 1 and its implementation by the Company. 3. To authorize the adjournment of the For For Management Special Meeting, if necessary, to solicit additional proxies if there are not sufficient votes at the time of the Special Meeting or adjournment or postponement thereof to approve of the foregoing proposals. -------------------------------------------------------------------------------- SPORTSTEK ACQUISITION CORP. Ticker: SPTK Security ID: 849196100 Meeting Date: DEC 20, 2022 Meeting Type: Special Record Date: NOV 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from February 19, 2023 to August 19, 2023 (or such earlier date as determi 2. Auditor Ratification Proposal: For For Management Ratification of the selection of WithumSmith+Brown, PC by the audit committee of the Company's board of directors to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022. 3. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 or Proposa -------------------------------------------------------------------------------- SPREE ACQUISITION CORP. 1 LIMITED Ticker: SHAP Security ID: G83745102 Meeting Date: JUN 12, 2023 Meeting Type: Special Record Date: MAY 15, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Articles Extension Proposal - A For For Management proposal to approve, by way of special resolution, an amendment to the Company's amended and restated memorandum and articles of association in the form set forth in Annex A of the accompanying proxy statement, to extend th 2. Trust Extension Proposal - A proposal For For Management to amend the Company's investment management trust agreement, dated as of December 15, 2021, by and between the Company and Continental Stock Transfer & Trust Company, to extend the date by which the Company would be 3. Amendment Proposal - Approval, by way For For Management of special resolution, of an amendment to the Company's amended and restated memorandum and articles of association to provide that the existing restriction on issuance of additional shares that would vote together wi 5. The Adjournment Proposal - A proposal For For Management to approve, by way of ordinary resolution, the adjournment of the Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, -------------------------------------------------------------------------------- STONEBRIDGE ACQUISITION CORPORATION Ticker: APAC Security ID: G85094103 Meeting Date: JAN 20, 2023 Meeting Type: Special Record Date: JAN 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - For For Management That Articles of Association of StoneBridge currently in effect be amended to give Company right to extend Combination Period from 1/20/2023 up to six times for an additional one month each time up to 7/20/2023 (i.e., fo 2) The Adjournment Proposal - To adjourn For For Management the Extraordinary General Meeting of StoneBridge shareholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Extraordina -------------------------------------------------------------------------------- STORE CAPITAL CORPORATION Ticker: STOR Security ID: 862121100 Meeting Date: DEC 09, 2022 Meeting Type: Special Record Date: OCT 24, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To approve the merger of STORE Capital For For Management Corporation with and into Ivory REIT, LLC (the "merger"), with Ivory REIT, LLC surviving the merger, as contemplated by the Agreement and Plan of Merger, dated as of September 15, 2022, as may be amended from time to 2. To approve, on a non-binding, advisory For For Management basis, the compensation that may be paid or become payable to our named executive officers that is based on or otherwise relates to the merger. 3. To approve any adjournment of the For For Management special meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the special meeting to approve the merger proposal. -------------------------------------------------------------------------------- STRATIM CLOUD ACQUISITION CORP. Ticker: SCAQ Security ID: 86309R107 Meeting Date: MAR 10, 2023 Meeting Type: Special Record Date: FEB 08, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - a proposal to For For Management amend Stratim Cloud Acquisition Corp. 's (the "Company") Amended and Restated Certificate of Incorporation (the "Certificate of Incorporation") pursuant to an amendment to the Certificate of Incorporation (as set fort 2. The Redemption Limitation Amendment For For Management Proposal - a proposal to amend the Certificate of Incorporation pursuant to an amendment to the Certificate of Incorporation (as set forth in the "THIRD", "FOURTH", "FIFTH", "SIXTH" and "SEVENTH" sections of Annex A of 3. The Adjournment Proposal - a proposal For For Management to approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connecti -------------------------------------------------------------------------------- SUMO LOGIC, INC. Ticker: SUMO Security ID: 86646P103 Meeting Date: MAY 10, 2023 Meeting Type: Special Record Date: APR 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger (as it may be amended from time to time), dated as of February 9, 2023, between Serrano Parent, LLC, Serrano Merger Sub, Inc. and Sumo Logic (the "merger agreement") and approve the merger. 2. To approve, on a non-binding, advisory For For Management basis, the compensation that will or may become payable by Sumo Logic to its named executive officers in connection with the merger. 3. To approve any proposal to adjourn the For For Management Special Meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the merger agreement at the time of the Special Meeting. -------------------------------------------------------------------------------- SUSTAINABLE DEVELOPMENT ACQ I CORP. Ticker: SDAC Security ID: 86934L103 Meeting Date: FEB 01, 2023 Meeting Type: Special Record Date: JAN 05, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to complete a business combination from February 4, 2023 to August 12, 2023, or such earlier date as determine 2. Adjournment Proposal - Approve the For For Management adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the appro -------------------------------------------------------------------------------- SWIFTMERGE ACQUISITION CORPORATION Ticker: IVCP Security ID: G63836103 Meeting Date: JUN 15, 2023 Meeting Type: Special Record Date: MAY 12, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - As a special For For Management resolution to amend the Company's amended and restated memorandum and articles of association ("Articles") in the form set forth in Part 1 of Annex A of the accompanying proxy statement to extend the date that the Com 2. Amendment of Trust Agreement - Amend For For Management the Investment Management Trust Agreement, dated December 17, 2021, by and between the Company and Continental Stock Transfer & Trust Company ("Continental"), to extend the date on which Continental must liquidate the 3. Founder Share Amendment Proposal - As For For Management a special resolution, to amend the Company's Articles pursuant to an amendment in the form set forth in Part 2 of Annex A of the accompanying proxy statement to provide for the right of a holder of the Founder Shares 4. Adjournment - Adjourn the For For Management Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposa -------------------------------------------------------------------------------- SWITCH INC Ticker: SWCH Security ID: 87105L104 Meeting Date: AUG 04, 2022 Meeting Type: Special Record Date: JUN 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To vote on a proposal to approve the For For Management merger of Sunshine Parent Merger Sub Inc. with and into Switch, Inc. pursuant to the Agreement and Plan of Merger, dated as of May 11, 2022, and as it may be amended from time to time, among Switch, Switch, Ltd., Sunsh 2. To vote on a proposal to approve, on a For For Management non-binding, advisory basis, the compensation that may be paid or become payable to our named executive officers in connection with the Mergers 3. To vote on a proposal to approve any For For Management adjournment of the Special Meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the Special Meeting to approve the Merger -------------------------------------------------------------------------------- TAILWIND ACQUISITION CORP. Ticker: TWND Security ID: 87403Q102 Meeting Date: SEP 07, 2022 Meeting Type: Special Record Date: AUG 12, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - To For For Management amend Tailwind's amended & restated certificate of incorporation to: (a) extend the date by which Tailwind has to consummate a business combination from September 9, 2022 to January 9, 2023 (b) to allow Tailwind, with 2. The Adjournment Proposal - To adjourn For For Management the Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient share -------------------------------------------------------------------------------- TAILWIND INTERNATIONAL ACQUISITION CORP. Ticker: TWNI Security ID: G8662F101 Meeting Date: FEB 21, 2023 Meeting Type: Special Record Date: JAN 30, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution that: a) Article 49.7 of Tailwind's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 49.7: "In the event 2. The Redemption Limitation Amendment For For Management Proposal - RESOLVED, as a special resolution that: a) Article 49.2(b) of Tailwind's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 49.2 3. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of -------------------------------------------------------------------------------- TALON 1 ACQUISITION CORP. Ticker: TOAC Security ID: G86656108 Meeting Date: JAN 27, 2023 Meeting Type: Special Record Date: JAN 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Amendment Proposal - For For Management That the Articles of Association of Talon 1 currently in effect be amended to give the Company the right to extend the Combination Period from February 8, 2023 up to nine times to November 8, 2023 (i.e., for a period of 2) The Trust Agreement Amendment Proposal For For Management - To approve an amendment to the Company's Investment Management Trust Agreement, dated November 3, 2021, by and between Talon 1 and Continental Stock Transfer & Trust Company, allowing Talon 1 to extend the Combinat 3) The Adjournment Proposal - To adjourn For For Management the Extraordinary General Meeting of Talon 1 shareholders to a later date or dates, if necessary, to permit further solicitation and vote of Proxies if, based upon the tabulated vote at the time of the Extraordinary G -------------------------------------------------------------------------------- TARGET GLOBAL ACQUISITION I CORP. Ticker: TGAAW Security ID: G8675N125 Meeting Date: JUN 02, 2023 Meeting Type: Special Record Date: MAY 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - To For For Management amend, by way of special resolution, the Company's Articles to extend the date (the "Termination Date") by which the Company has to consummate a Business Combination (the "Extension Amendment") from June 13, 2023 (the 2. To amend, by way of special For For Management resolution, the Company's Articles, as provided by the second resolution in the form set forth in Annex A to the accompanying proxy statement (the "Redemption Limitation Amendment") to eliminate from the Articles the limitation 3. The Founder Conversion Amendment For For Management Proposal - To amend, by way of special resolution, the Company's Articles, as provided by the third resolution in the form set forth in Annex A to the accompanying proxy statement (the "Founder Conversion Amendment" and su 4. The Trust Amendment Proposal - To For For Management amend, by the affirmative vote of at least sixty-five percent (65%) of the votes cast of the then outstanding Class A Ordinary Shares (as defined below) and Class B Ordinary Shares, voting together as a single class, the 5. To adjourn, by way of ordinary For For Management resolution, the Shareholder Meeting to a later date, if necessary, (i) to permit further solicitation & vote of proxies if, based upon the tabulated vote at the time of Shareholder Meeting, there are insufficient Class A Ord -------------------------------------------------------------------------------- TARGET GLOBAL ACQUISITION I CORP. Ticker: TGAA Security ID: G8675N109 Meeting Date: JUN 02, 2023 Meeting Type: Special Record Date: MAY 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - To For For Management amend, by way of special resolution, the Company's Articles to extend the date (the "Termination Date") by which the Company has to consummate a Business Combination (the "Extension Amendment") from June 13, 2023 (the 2. To amend, by way of special For For Management resolution, the Company's Articles, as provided by the second resolution in the form set forth in Annex A to the accompanying proxy statement (the "Redemption Limitation Amendment") to eliminate from the Articles the limitation 3. The Founder Conversion Amendment For For Management Proposal - To amend, by way of special resolution, the Company's Articles, as provided by the third resolution in the form set forth in Annex A to the accompanying proxy statement (the "Founder Conversion Amendment" and su 4. The Trust Amendment Proposal - To For For Management amend, by the affirmative vote of at least sixty-five percent (65%) of the votes cast of the then outstanding Class A Ordinary Shares (as defined below) and Class B Ordinary Shares, voting together as a single class, the 5. To adjourn, by way of ordinary For For Management resolution, the Shareholder Meeting to a later date, if necessary, (i) to permit further solicitation & vote of proxies if, based upon the tabulated vote at the time of Shareholder Meeting, there are insufficient Class A Ord -------------------------------------------------------------------------------- TASTEMAKER ACQUISITION CORP. Ticker: TMKR Security ID: 876545104 Meeting Date: DEC 12, 2022 Meeting Type: Special Record Date: NOV 10, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - Amend For For Management the Company's Amended and Restated Certificate of Incorporation to allow the Company, without another stockholder vote, to extend the date by which the Company must (i) consummate a merger, capital stock exchange, asse 2. Adjournment Proposal - Adjourn the For For Management special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Extensio -------------------------------------------------------------------------------- TECH AND ENERGY TRANSITION CORPORATION Ticker: TETC Security ID: 87823R102 Meeting Date: MAR 16, 2023 Meeting Type: Special Record Date: FEB 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Approval of an amendment to the For Against Management Company's Amended and Restated Certificate of Incorporation ("Certificate of Incorporation") to extend the date by which the Company has to consummate a business combination from March 19, 2023 to September 19, 2023. 2. Approval of an amendment to the For Against Management Certificate of Incorporation to eliminate the limitation that the Company may not redeem public shares to the extent that such redemption would result in the Company having net tangible assets (as determined in accordance w 3. Approval of an amendment to the For Against Management Certificate of Incorporation to set April 5, 2023, as the date by which, upon the approval of Proposal 1, the Corporation must redeem shares of Class A Common Stock held by public stockholders who elect to redeem such share 4. Approval to adjourn the Special For Against Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 and Proposal -------------------------------------------------------------------------------- TERMINIX GLOBAL HOLDINGS INC Ticker: TMX Security ID: 88087E100 Meeting Date: OCT 06, 2022 Meeting Type: Special Record Date: SEP 06, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger (the "merger agreement"), dated as of December 13, 2021, as amended by Amendment No. 1, dated as of March 14, 2022, by and among Terminix Global Holdings, Inc. ("Terminix"), Rentokil Initial plc, Rentokil Initial 2. To approve, on a non-binding, advisory For For Management basis, the compensation that may be paid or become payable to Terminix's named executive officers that is based on, or otherwise related to, the transactions contemplated by the merger agreement. -------------------------------------------------------------------------------- THE MUSIC ACQUISITION CORPORATION Ticker: TMACU Security ID: 62752R209 Meeting Date: NOV 30, 2022 Meeting Type: Special Record Date: OCT 31, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: To adopt For For Management an amendment to our amended and restated certificate of incorporation in the form attached to the accompanying proxy statement as Annex A to change the date by which we must consummate our initial business combination 2. Trust Amendment Proposal: To amend our For For Management investment management trust agreement, dated February 2, 2021, with Continental Stock Transfer & Trust Company, as trustee, pursuant to an amendment in the form attached to the accompanying proxy statement as Annex B 3. Auditor Ratification Proposal: To For For Management ratify the appointment of WithumSmith+Brown, PC as our independent registered public accounting firm for our fiscal year ending December 31, 2022. 4. Adjournment Proposal: To approve one For For Management or more adjournments of the meeting from time to time, if necessary or appropriate (as determined by our board of directors or the chairperson of the meeting), including to solicit additional proxies to vote in favor o -------------------------------------------------------------------------------- THUNDER BRIDGE CAPITAL PARTNERS III INC. Ticker: TBCP Security ID: 88605T100 Meeting Date: DEC 16, 2022 Meeting Type: Special Record Date: NOV 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from February 10, 2023 to August 10, 2023 (or such earlier date as determi 2. Auditor Ratification Proposal: For For Management Ratification of the selection of Grant Thornton LLP by the audit committee of the Company's board of directors to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022. 3. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1 or Proposa -------------------------------------------------------------------------------- THUNDER BRIDGE CAPITAL PARTNERS IV, INC. Ticker: THCP Security ID: 88605L107 Meeting Date: JUN 21, 2023 Meeting Type: Special Record Date: MAY 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal: Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from July 2, 2023 to July 2, 2024 (or such earlier date as determined by t 2. Founder Share Amendment Proposal: For For Management Amend the Company's amended and restated certificate of incorporation to grant holders of Founder Shares the right to convert Founder Shares into Class A common stock on a one-for-one basis prior to the closing of a Busin 3. Auditor Ratification Proposal: For For Management Ratification of the selection of Grant Thornton LLP by the audit committee of the Board to serve as the Company's independent registered public accounting firm for the year ending December 31, 2023. 4. Adjournment Proposal: Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of any of the other Prop -------------------------------------------------------------------------------- TISHMAN SPEYER INNOVATION CORP. II Ticker: TSIB Security ID: 88825H100 Meeting Date: NOV 29, 2022 Meeting Type: Special Record Date: NOV 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Approval of an amendment to the For For Management Company's amended and restated Certificate of Incorporation (the "Charter") to change the termination date of the business combination requirement from February 17, 2023 to November 30, 2022. 2. Approval of an amendment to the For For Management Charter eliminating the prohibition on redemption of Class A common stock by the Company, when such redemption would result in the Company having net tangible assets of less than $5,000,001. 3. Approval of an amendment to the For For Management Investment Management Trust Agreement between the Company and Continental Stock Transfer & Trust Company ("Continental") to change the date on which Continental must commence liquidation of the trust to November 30, 2022. 4. Adjournment of the special meeting of For For Management stockholders to a later date if necessary or appropriate. -------------------------------------------------------------------------------- TKB CRITICAL TECHNOLOGIES 1 Ticker: USCT Security ID: G88935112 Meeting Date: JAN 27, 2023 Meeting Type: Special Record Date: DEC 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management "RESOLVED, as a special resolution, that the Articles of Association of TKB currently in effect be amended to extend the date that the Company has to consummate a business combination from January 29, 2023 to June 29, 20 2. The Trust Agreement Amendment Proposal For For Management - To approve an amendment to the Company's Investment Management Trust Agreement, dated October 26, 2021, by and between TKB and Continental Stock Transfer & Trust Company, allowing TKB to extend the Combination Peri 3. The Adjournment Proposal - "RESOLVED, For For Management as an ordinary resolution, to adjourn the Extraordinary General Meeting of TKB shareholders to a later date or dates, if necessary, to permit further solicitation and vote of Proxies if, based upon the tabulated vote -------------------------------------------------------------------------------- TKB CRITICAL TECHNOLOGIES 1 Ticker: USCT Security ID: G88935112 Meeting Date: JUN 28, 2023 Meeting Type: Special Record Date: JUN 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management "RESOLVED, as a special resolution, that the Articles of Association of TKB currently in effect be amended to (i) extend the date that the Company has to consummate a business combination (the "Combination Period "), mon 2. The Trust Agreement Amendment Proposal For For Management - To approve an amendment to the Company's Investment Management Trust Agreement, dated October 26, 2021, by and between TKB and Continental Stock Transfer & Trust Company, allowing TKB to extend the Combination Peri 3. The Adjournment Proposal - "RESOLVED, For For Management as an ordinary resolution, to adjourn the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of Proxies if, based upon the tabulated vote at the time of the E -------------------------------------------------------------------------------- TLGY ACQUISITION CORP Ticker: TLGY Security ID: G8656T109 Meeting Date: FEB 23, 2023 Meeting Type: Special Record Date: JAN 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: Approve, For For Management by way of special resolution, an amendment to Company's Amended and Restated Memorandum and Articles of Association in the form set forth in Annex A of the accompanying Proxy Statement to: cancel the three- month autom 2. Adjournment Proposal: Approve, by way For For Management of ordinary resolution, the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes fo -------------------------------------------------------------------------------- TOWER SEMICONDUCTOR LTD. Ticker: TSEM Security ID: M87915274 Meeting Date: JUL 21, 2022 Meeting Type: Annual Record Date: JUN 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Election of Director to serve until For For Management the next annual meeting: Amir Elstein 1b. Election of Director to serve until For For Management the next annual meeting: Russell Ellwanger 1c. Election of Director to serve until For For Management the next annual meeting: Kalman Kaufman 1d. Election of Director to serve until For For Management the next annual meeting: Dana Gross 1e. Election of Director to serve until For For Management the next annual meeting: Ilan Flato 1f. Election of Director to serve until For For Management the next annual meeting: Yoav Chelouche 1g. Election of Director to serve until For For Management the next annual meeting: Iris Avner 1h. Election of Director to serve until For For Management the next annual meeting: Michal Vakrat Wolkin 1i. Election of Director to serve until For For Management the next annual meeting: Avi Hasson 2. TO APPOINT Mr. Amir Elstein as the For For Management Chairman of the Board of Directors to serve until the next annual meeting of shareholders and until his successor is duly appointed and approve the terms of his compensation in such capacity, as described in Proposal 2 o 3. TO APPROVE the increase in the annual For For Management base salary of Mr. Russell Ellwanger, the Company's Chief Executive Officer, as described in Proposal 3 of the Proxy Statement. 3a. Do you have a "Personal Interest" (as For No Action Management defined in the Proxy Statement) with respect to the subject matter of Proposal 3? Mark "for" = yes or "against" = no. 4. TO APPROVE the award of equity-based For For Management compensation to Mr. Russell Ellwanger, the Company's Chief Executive Officer, as described in Proposal 4 of the Proxy Statement. 4a. Do you have a "Personal Interest" (as For No Action Management defined in the Proxy Statement) with respect to the subject matter of Proposal 4? Mark "for" = yes or "against" = no. 5. TO APPROVE the equity grant to each For For Management member of the Company's Board of Directors (other than Amir Elstein and Russell Ellwanger), as described in Proposal 5 of the Proxy Statement, subject to his or her respective election as a director under Proposal 1. 6. TO APPROVE the appointment of For For Management Brightman Almagor Zohar & Co, Certified Public Accountants, a firm in the Deloitte Global Network, as the independent registered public accountants of the Company for the year ending December 31, 2022 and for the period comme -------------------------------------------------------------------------------- TPCO HOLDING CORP Ticker: Security ID: 87270T106 Meeting Date: JUN 15, 2023 Meeting Type: MIX Record Date: MAY 08, 2023 # Proposal Mgt Rec Vote Cast Sponsor CMMT PLEASE NOTE THAT SHAREHOLDERS ARE None Non-Voting Management ALLOWED TO VOTE 'IN FAVOR' OR 'ABSTAIN'-ONLY FOR RESOLUTION NUMBERS 3.A TO 3.G AND 4. THANK YOU 1 THE APPROVAL OF A SPECIAL RESOLUTION, For For Management AS SET FORTH IN APPENDIX B-1 ATTACHED TO THE PROXY STATEMENT AND MANAGEMENT INFORMATION CIRCULAR (THE "CIRCULAR"), APPROVING THE PROPOSED BUSINESS COMBINATION INVOLVING THE COMPANY, GOLD FLORA, LLC, STATELY CAPITAL CO 2 THE APPROVAL OF A SPECIAL RESOLUTION, For For Management AS SET FORTH IN APPENDIX B-2 ATTACHED TO THE CIRCULAR, APPROVING THE DOMESTICATION, AS DESCRIBED IN THE CIRCULAR 3.A ELECTION OF DIRECTOR: TROY DATCHER For For Management 3.B ELECTION OF DIRECTOR: MICHAEL AUERBACH For For Management 3.C ELECTION OF DIRECTOR: MORGAN CALLAGY For For Management 3.D ELECTION OF DIRECTOR: MARK CASTANEDA For For Management 3.E ELECTION OF DIRECTOR: AL FOREMAN For For Management 3.F ELECTION OF DIRECTOR: LELAND HENSCH For For Management 3.G ELECTION OF DIRECTOR: DANIEL NEUKOMM For For Management 4 THE RE-APPOINTMENT OF MARCUM LLP, AS For For Management TPCO HOLDING CORP.'S AUDITOR AND INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND THE AUTHORIZATION OF THE BOARD OF DIRECTORS OF TPCO HOLDING CORP. TO FIX THE INDEPENDENT AUDITOR'S REMUNERATION AND TERMS OF ENGAGEMENT CMMT PLEASE NOTE THAT THIS MEETING MENTIONS None Non-Voting Management DISSENTER'S RIGHTS, PLEASE REFER TO-THE MANAGEMENT INFORMATION CIRCULAR FOR DETAILS -------------------------------------------------------------------------------- TPCO HOLDING CORP. Ticker: GRAMF Security ID: 87270T106 Meeting Date: JUN 15, 2023 Meeting Type: Annual Record Date: MAY 08, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The approval of a Special Resolution, For For Management as set forth in Appendix B-1 attached to the Proxy Statement and Management Information Circular (the "Circular"), approving the proposed business combination involving the Company, Gold Flora, LLC, Stately Capital Co 2. The approval of a Special Resolution, For For Management as set forth in Appendix B-2 attached to the Circular, approving the Domestication, as described in the Circular. 3a. Election of Director: Troy Datcher For For Management 3b. Election of Director: Michael Auerbach For For Management 3c. Election of Director: Morgan Callagy For For Management 3d. Election of Director: Mark Castaneda For For Management 3e. Election of Director: Al Foreman For For Management 3f. Election of Director: Leland Hensch For For Management 3g. Election of Director: Daniel Neukomm For For Management 4. The re-appointment of Marcum LLP, as For For Management TPCO Holding Corp.'s auditor and independent registered public accounting firm and the authorization of the board of directors of TPCO Holding Corp. to fix the independent auditor's remuneration and terms of engagement -------------------------------------------------------------------------------- TURQUOISE HILL RESOURCES LTD. Ticker: TRQ Security ID: 900435207 Meeting Date: DEC 09, 2022 Meeting Type: Special Record Date: SEP 19, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1 To consider and, if deemed advisable, For For Management to pass, with or without variation, a special resolution, the full text of which is outlined in Appendix A of the accompanying management proxy circular (the "Circular"), to approve an arrangement pursuant to section -------------------------------------------------------------------------------- TWELVE SEAS INVESTMENT COMPANY II Ticker: TWLV Security ID: 90118T106 Meeting Date: FEB 28, 2023 Meeting Type: Special Record Date: FEB 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - Amend For For Management the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from March 2, 2023 to December 2, 2023 (or such earlier date as determine 2. Adjournment Proposal - Adjourn the For For Management Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal 1. -------------------------------------------------------------------------------- TWIN RIDGE CAPITAL ACQUISITION CORP. Ticker: TRCA Security ID: G9151L104 Meeting Date: MAR 06, 2023 Meeting Type: Special Record Date: JAN 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - For For Management RESOLVED, as a special resolution that: 1a. Article 49.7 of Twin Ridge's Amended and Restated Memorandum and Articles of Association be deleted in its entirety and replaced with the following new Article 49.7: "In the ev 2. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the Shareholder Meeting to a later date or dates if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of -------------------------------------------------------------------------------- TWITTER, INC. Ticker: TWTR Security ID: 90184L102 Meeting Date: SEP 13, 2022 Meeting Type: Special Record Date: JUL 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger (as it may be amended from time to time, the "Merger Agreement") dated as of April 25, 2022, by and among X Holdings I, Inc., X Holdings II, Inc., Twitter, Inc., and, solely for the purposes of certain provisions 2. To approve, on a non-binding, advisory For For Management basis, the compensation that will or may become payable by Twitter to its named executive officers in connection with the merger. 3. To approve any proposal to adjourn the For For Management Special Meeting, from time to time, to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meetin -------------------------------------------------------------------------------- TWO Ticker: TWOA Security ID: G9152V101 Meeting Date: MAR 31, 2023 Meeting Type: Special Record Date: FEB 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Proposal - To amend the For For Management Company's Amended and Restated Memorandum and Articles of Association to extend the date by which the Company must consummate a business combination from March 29, 2023 (the date which is 24 months from the closing da 2. The Adjournment Proposal - To approve For For Management the adjournment of the extraordinary general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for the approval of one or -------------------------------------------------------------------------------- UNI-SELECT INC Ticker: Security ID: 90457D100 Meeting Date: JUN 22, 2023 Meeting Type: Annual General Meeting Record Date: MAY 11, 2023 # Proposal Mgt Rec Vote Cast Sponsor CMMT PLEASE NOTE THAT SHAREHOLDERS ARE None Non-Voting Management ALLOWED TO VOTE 'IN FAVOR' OR 'AGAINST'-ONLY FOR RESOLUTION 3 AND 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS-1.1 TO 1.7 AND 2. THANK YOU 1.1 ELECTION OF DIRECTOR: MICHELLE CORMIER For For Management 1.2 ELECTION OF DIRECTOR: MARTIN GARAND For For Management 1.3 ELECTION OF DIRECTOR: KAREN LAFLAMME For For Management 1.4 ELECTION OF DIRECTOR: CHANTEL E. LENARD For For Management 1.5 ELECTION OF DIRECTOR: BRIAN MCMANUS For For Management 1.6 ELECTION OF DIRECTOR: FREDERICK J. For For Management MIFFLIN 1.7 ELECTION OF DIRECTOR: DAVID G. SAMUEL For For Management 2 APPOINTMENT OF ERNST & YOUNG LLP AS For For Management AUDITOR AND AUTHORIZATION TO THE BOARD OF DIRECTORS TO FIX ITS REMUNERATION 3 CONSIDERATION OF AN ADVISORY For For Management RESOLUTION ON EXECUTIVE COMPENSATION -------------------------------------------------------------------------------- UNIVAR SOLUTIONS INC. Ticker: UNVR Security ID: 91336L107 Meeting Date: JUN 06, 2023 Meeting Type: Special Record Date: MAY 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Proposal to adopt the Agreement and For For Management Plan of Merger, dated as of March 13, 2023, by and among Univar Solutions Inc., Windsor Parent, L.P. and Windsor Merger Sub, Inc. (the "Merger Agreement"). 2. Proposal to approve, on an advisory For For Management (nonbinding) basis, the compensation that may be paid or become payable to Univar Solutions Inc.'s named executive officers that is based on or otherwise related to the Merger Agreement and the transactions contemplated 3. Proposal to adjourn the special For For Management meeting of stockholders of Univar Solutions Inc. (the "Special Meeting") to a later date or dates if necessary or appropriate to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at th -------------------------------------------------------------------------------- USHG ACQUISITION CORP. Ticker: HUGS Security ID: 91748P100 Meeting Date: DEC 27, 2022 Meeting Type: Special Record Date: DEC 12, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Redemption Limit Elimination For For Management Proposal-to amend HUGS's Second Amended & Restated Certificate of Incorporation (the "Charter") to eliminate the requirement that HUGS retain at least $5,000,001 of net tangible assets following the redemption of the Class 2. The Early Termination Proposal-to For For Management amend the Charter to change the date by which HUGS must cease all operations except for the purpose of winding up if it fails to complete a Business Combination from March 1, 2023 to the earlier of (x) December 30, 2022 o 3. The Trust Amendment Proposal-to amend For For Management the Investment Management Trust Agreement, dated February 24, 2021 (the "Trust Agreement"), by and between HUGS and American Stock Transfer & Trust Company, LLC, as trustee ("AST"), pursuant to an amendment to the Tru 4. The Adjournment Proposal-to adjourn For For Management the Special Meeting to a later date or dates or sine die, if necessary, either (x) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are insuf -------------------------------------------------------------------------------- VALUENCE MERGER CORP. I Ticker: VMCA Security ID: G9R16L100 Meeting Date: MAY 25, 2023 Meeting Type: Special Record Date: APR 24, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1) The Extension Proposal - as a special For For Management resolution, to amend the Company's Amended and Restated Memorandum and Articles of Association (the "Charter") pursuant to an amendment to the Charter in the form set forth in Annex A of the accompanying proxy stateme 2) The Redemption Limitation Amendment For For Management Proposal - as a special resolution, to amend the Charter pursuant to an amendment to the Charter in the form set forth in Annex B of the accompanying proxy statement to eliminate (i) the limitation that the Company may 3) The Founder Share Amendment Proposal - For For Management as a special resolution, to amend the Charter pursuant to an amendment to the Charter in the form set forth in Annex C of the accompanying proxy statement to provide for the right of a holder of the Company's Class B 4) The Adjournment Proposal - as an For For Management ordinary resolution, to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary or convenient, (i) to permit further solicitation and vote of proxies in the event that there are -------------------------------------------------------------------------------- VECTOIQ ACQUISITION CORP. II Ticker: VTIQ Security ID: 92244F109 Meeting Date: DEC 09, 2022 Meeting Type: Special Record Date: NOV 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal: To adopt For For Management an amendment to our amended and restated certificate of incorporation in the form attached to the accompanying proxy statement as Annex A to (i) change the date by which we must consummate our initial business combinat 2. Trust Amendment Proposal: To amend our For For Management investment management trust agreement, dated January 6, 2021, with Continental Stock Transfer & Trust Company, as trustee pursuant to an amendment in the form attached to the accompanying proxy statement as Annex B, 3. Adjournment Proposal: To approve one For For Management or more adjournments of the meeting from time to time, if necessary or appropriate (as determined by our board of directors or the chairperson of the meeting), including to solicit additional proxies to vote in favor o -------------------------------------------------------------------------------- VECTOR ACQUISITION CORP. II Ticker: VAQC Security ID: G9460A104 Meeting Date: MAR 08, 2023 Meeting Type: Annual Record Date: FEB 16, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - Amend For For Management the Company's Articles to extend the date that the Company has to consummate a business combination from March 12, 2023 to March 12, 2024 or such earlier date as is determined by the board of Directors to be in the bes 2. Redemption Limitation Amendment For For Management Proposal - Amend the Company's Articles to eliminate the limitation that the Company shall not redeem Class A ordinary shares sold in the IPO to the extent that such redemption would cause the Company's net tangible assets 3. Trust Amendment Proposal - Amend the For For Management Investment Management Trust Agreement, dated March 9, 2021, by and between the Company and Continental Stock Transfer & Trust Company ("Continental"), to extend the date on which Continental must liquidate the Trust Ac 4. Director Proposal - Re-appoint David For For Management Kennedy as a Class I director, to serve until the 2026 annual general meeting and until his successor is appointed and qualified, pursuant to the following resolution: "RESOLVED, as an ordinary resolution of the holder 5. Adjournment Proposal - Adjourn the For For Management Annual General Meeting to a later date or dates, or indefinitely, if necessary or convenient, pursuant to the following resolution: "RESOLVED, as an ordinary resolution, that the adjournment of the Annual General Meeting -------------------------------------------------------------------------------- VELOCITY ACQUISITION CORP. Ticker: VELO Security ID: 92259E104 Meeting Date: DEC 13, 2022 Meeting Type: Special Record Date: NOV 17, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Early Termination Proposal - Amend the For For Management Company's amended and restated certificate of incorporation (the "Certificate of Incorporation") to change the date by which the Company must consummate a Business Combination from February 25, 2023 (the "Original Te 2. Early Termination Trust Amendment For For Management Proposal - Amend the Investment Management Trust Agreement, dated February 22, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, a New York corporation, as trustee to 3. Adjournment Proposal - Adjourn the For For Management Stockholder Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting, there are insufficient shares of co -------------------------------------------------------------------------------- VMWARE, INC. Ticker: VMW Security ID: 928563402 Meeting Date: NOV 04, 2022 Meeting Type: Special Record Date: SEP 30, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. The Merger Agreement Proposal: To vote For For Management on a proposal to approve the First Merger and the Second Merger (each as defined below) & to adopt the Agreement & Plan of Merger ("Merger Agreement"), dated as of May 26, 2022, by and among VMware, Inc. ("VMware"), 2. The Merger-Related Compensation For For Management Proposal: To vote on a proposal to approve on an advisory (non-binding) basis the compensation that may be paid or become payable to VMware's named executive officers that is based on or otherwise relates to the Transaction 3. The Adjournment Proposal: To vote on a For For Management proposal to approve the adjournment of the special meeting, if necessary, to solicit additional proxies if there are not sufficient votes to approve the Merger Agreement Proposal. 4. Charter Amendment Proposal: To vote to For For Management approve and adopt an amendment to VMware's Certificate of Incorporation to eliminate the personal liability of VMware's officers for monetary damages for breach of fiduciary duty as an officer, except to the extent s -------------------------------------------------------------------------------- VODAFONE GROUP PLC Ticker: VOD Security ID: 92857W308 Meeting Date: JUL 26, 2022 Meeting Type: Annual Record Date: JUN 13, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To receive the Company's accounts, the For For Management strategic report and reports of the Directors and the auditor for the year ended 31 March 2022 2. To re-elect Jean-Francois van Boxmeer For For Management as a Director 3. To re-elect Nick Read as a Director For For Management 4. To re-elect Margherita Della Valle as For For Management a Director 5. To elect Stephen A. Carter C.B.E. as a For For Management Director 6. To re-elect Sir Crispin Davis as a For For Management Director 7. To re-elect Michel Demare as a Director For For Management 8. To elect Delphine Ernotte Cunci as a For For Management Director 9. To re-elect Dame Clara Furse as a For For Management Director 10. To re-elect Valerie Gooding as a For For Management Director 11. To elect Deborah Kerr as a Director For For Management 12. To re-elect Maria Amparo Moraleda For For Management Martinez as a Director 13. To re-elect David Nish as a Director For For Management 14. To elect Simon Segars as a Director For For Management 15. To declare a final dividend of 4.50 For For Management eurocents per ordinary share for the year ended 31 March 2022 16. To approve the Annual Report on For For Management Remuneration contained in the Remuneration Report of the Board for the year ended 31 March 2022 17. To reappoint Ernst & Young LLP as the For For Management Company's auditor until the end of the next general meeting at which accounts are laid before the Company 18. To authorise the Audit and Risk For For Management Committee to determine the remuneration of the auditor 19. To authorise the Directors to allot For For Management shares 20. To authorise the Directors to For For Management dis-apply pre-emption rights (Special Resolution) 21. To authorise the Directors to For For Management dis-apply pre-emption rights up to a further 5 percent for the purposes of financing an acquisition or other capital investment (Special Resolution) 22. To authorise the Company to purchase For For Management its own shares (Special Resolution) 23. To authorise political donations and For For Management expenditure 24. To authorise the Company to call For For Management general meetings (other than AGMs) on 14 clear days' notice (Special Resolution) -------------------------------------------------------------------------------- WALDENCAST ACQUISITION CORP. Ticker: WALD Security ID: G9460C100 Meeting Date: JUL 25, 2022 Meeting Type: Special Record Date: MAY 27, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. The Obagi Merger Proposal - RESOLVED, For For Management as an ordinary resolution, that Waldencast's entry into the Agreement and Plan of Merger, dated as of November 15, 2021, by and among Waldencast, Obagi Merger Sub, Inc., a Cayman Islands exempted company limited by sh 1b. The Milk Transaction Proposal - For For Management RESOLVED, as an ordinary resolution, that Waldencast's entry into the Equity Purchase Agreement, dated as of November 15, 2021, by and among Waldencast, Obagi Holdco 1 Limited, a limited company incorporated under the laws 2. The Domestication Proposal - RESOLVED, For For Management as a special resolution, that Waldencast be de-registered in the Cayman Islands pursuant to section 206 of the Companies Act and Article 47 of the Amended and Restated Articles of Association of Waldencast (as amende 3. Organizational Documents Proposal A - For For Management RESOLVED, as a special resolution, subject to and with effect from the deregistration of Waldencast in the Cayman Islands and the registration of Waldencast plc in Jersey by way of continuation, that the change in the 4. Organizational Documents Proposal B - For For Management RESOLVED, as an ordinary resolution, subject to and with effect from the deregistration of Waldencast in the Cayman Islands and the registration of Waldencast plc in Jersey by way of continuation, that the Waldencast 5. Organizational Documents Proposal C - For For Management RESOLVED, as an ordinary resolution, that certain provisions of the Proposed Constitutional Document will be subject to the proposed new investor rights agreement ("Investor Rights Agreement") of Waldencast, including 6. Organizational Documents Proposal D - For For Management RESOLVED, as a special resolution, subject to and with effect from the deregistration of Waldencast in the Cayman Islands and the registration of Waldencast plc in Jersey by way of continuation, that the amendment and 7..1 DIRECTOR-Sarah Brown For For Management 7..2 DIRECTOR-Lindsay Pattison For For Management 7..3 DIRECTOR-Zack Werner For For Management 7..4 DIRECTOR-Aaron Chatterley For For Management 7..5 DIRECTOR-Juliette Hickman For For Management 7..6 DIRECTOR-Cristiano Souza For For Management 7..7 DIRECTOR-Michel Brousset For For Management 7..8 DIRECTOR-Simon Dai For For Management 7..9 DIRECTOR-Felipe Dutra For For Management 8. The Stock Issuance Proposal - For For Management RESOLVED, as an ordinary resolution, that, for the purposes of complying with the applicable provisions of Rule 5635 of the Nasdaq Rules, the issuance of (a) Waldencast plc Class A ordinary shares pursuant to the PIPE Investm 9. The Milk Issuance Proposal - RESOLVED, For For Management as an ordinary resolution, that, for the purposes of complying with the applicable provisions of Rule 5635 of the Nasdaq Rules, the issuance and reservation of Waldencast plc Class A ordinary shares and Waldencast pl 10. The Incentive Award Plan Proposal - For For Management RESOLVED, as an ordinary resolution, that the adoption of the Waldencast plc 2022 Incentive Award Plan and any form award agreements thereunder, be approved, ratified and confirmed in all respects. 11. The Adjournment Proposal - RESOLVED, For For Management as an ordinary resolution, that the adjournment of the extraordinary general meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient v -------------------------------------------------------------------------------- WARRIOR TECHNOLOGIES ACQUISITION CO. Ticker: WARR Security ID: 936273101 Meeting Date: AUG 31, 2022 Meeting Type: Special Record Date: AUG 05, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To amend (the "Extension Amendment") For For Management the Company's Amended and Restated Certificate of Incorporation (our "charter") to extend the date by which Warrior Technologies Acquisition Company (the "Company") must consummate a business combination (the "Extensio 2. A proposal to approve the adjournment For For Management of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the Extension Amendment Proposal or if we det -------------------------------------------------------------------------------- WILLIAMS ROWLAND ACQUISITION CORP. Ticker: WRAC Security ID: 96951B102 Meeting Date: DEC 22, 2022 Meeting Type: Special Record Date: DEC 02, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. CHARTER AMENDMENT PROPOSAL - APPROVAL For For Management OF AN AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO EXTEND THE DATE BY WHICH THE COMPANY HAS TO CONSUMMATE A BUSINESS COMBINATION (THE "EXTENSION") SIX (6) TIMES FOR AN ADDITIONAL ONE 2. TRUST AMENDMENT - APPROVAL OF AN For For Management AMENDMENT TO THE COMPANY'S INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED AS OF JULY 26, 2021 (THE "TRUST AGREEMENT"), BY AND BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY (THE "TRUSTEE"), ALLOWING THE C 3. ADJOURNMENT - APPROVAL TO DIRECT THE For For Management CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE AT THE TIME OF THE MEETING, TH -------------------------------------------------------------------------------- WORLD QUANTUM GROWTH ACQUISITION CORP. Ticker: WQGA Security ID: G5596W101 Meeting Date: FEB 10, 2023 Meeting Type: Special Record Date: JAN 23, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. The Extension Amendment Proposal - to For For Management approve, as a special resolution, the amendment of the Company's amended and restated memorandum and articles of association (as may be amended from time to time, the "Articles") as provided by the first resolution in 2. The Redemption Limitation Amendment For For Management Proposal - to approve, as a special resolution, the amendment of the Articles as provided by the second resolution in the form set forth in Annex A to the accompanying Proxy Statement (the "Redemption Limitation Amendme 3. The Adjournment Proposal - to approve, For For Management as an ordinary resolution, the adjournment of the Extraordinary General Meeting to a later date or dates or indefinitely, if necessary or convenient, either (x) to permit further solicitation and vote of proxies in t -------------------------------------------------------------------------------- WORLDWIDE WEBB ACQUISITION CORP. Ticker: WWAC Security ID: G97775103 Meeting Date: APR 14, 2023 Meeting Type: Special Record Date: MAR 20, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. Extension Amendment Proposal - Approve For For Management as a special resolution, to extend the date by which the Company (1) consummate a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination, (2) cease its 2. Redemption Limitation Amendment For For Management Proposal - Approve as a special resolution, the amendment of the Company's Articles to eliminate from the Articles the limitation that the Company shall not redeem Class A ordinary shares sold in the IPO to the extent that 3. Adjournment Proposal - Approve as an For For Management ordinary resolution, the adjournment of the Extraordinary General Meeting to a later date or dates or indefinitely, if necessary or convenient, to permit further solicitation and vote of proxies in the event that there -------------------------------------------------------------------------------- YAMANA GOLD INC. Ticker: AUY Security ID: 98462Y100 Meeting Date: JAN 31, 2023 Meeting Type: Special Record Date: DEC 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1 To consider, pursuant to an interim For For Management order of the Ontario Superior Court of Justice (Commercial List), and if deemed advisable, to pass, with or without variation, a special resolution, the full text of which is set forth in Schedule A to the accompanying -------------------------------------------------------------------------------- YOTTA ACQUISITION CORP Ticker: YOTA Security ID: 98741Y103 Meeting Date: APR 19, 2023 Meeting Type: Special Record Date: MAR 30, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1. EXTENSION AMENDMENT - APPROVAL OF AN For For Management AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO PERMIT THE BOARD OF DIRECTORS TO EXTEND THE DATE BY WHICH THE COMPANY HAS TO CONSUMMATE A BUSINESS COMBINATION FROM APRIL 22, 2023 TO APRI 2. TRUST AMENDMENT - APPROVAL OF AN For For Management AMENDMENT TO THE COMPANY'S INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED AS OF APRIL 19, 2022 (THE "TRUST AGREEMENT"), BY AND BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY TO PROVIDE THAT THE TIME FOR T 3. ADJOURNMENT - APPROVAL TO DIRECT THE For For Management CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE AT THE TIME OF THE MEETING, TH -------------------------------------------------------------------------------- Z-WORK ACQUISITION CORP. Ticker: ZWRK Security ID: 98880C102 Meeting Date: DEC 08, 2022 Meeting Type: Special Record Date: NOV 03, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Charter Amendment Proposal - To amend For For Management the Company's Amended and Restated Certificate of Incorporation by adopting the second amended and restated certificate of incorporation in the form set forth in Annex A of the proxy statement to amend the date by whi 2. The Trust Amendment Proposal - To For For Management amend the Investment Management Trust Agreement, dated January 28, 2021 (the "Trust Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, as trustee ("Continental"), pursuant to an amendm 3. The Adjournment Proposal - To adjourn For For Management the Special Meeting to a later date or dates or sine die, if necessary, either (x) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are ins -------------------------------------------------------------------------------- ZENDESK, INC. Ticker: ZEN Security ID: 98936J101 Meeting Date: SEP 19, 2022 Meeting Type: Special Record Date: AUG 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. To adopt the Agreement and Plan of For For Management Merger, dated as of June 24, 2022, by and among Zendesk, Inc., Zoro BidCo, Inc. and Zoro Merger Sub, Inc., as it may be amended from time to time (the "Merger Agreement"). 2. To approve, on an advisory For For Management (nonbinding) basis, the compensation that may be paid or become payable to named executive officers of Zendesk, Inc. that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger A 3. To approve any adjournment of the For For Management special meeting of stockholders of Zendesk, Inc. (the "Special Meeting"), if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special ========== END NPX REPORT SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) The Merger Fund By: /s/ George R. Aylward -------------------------- George R. Aylward, President Date: August 21, 2023